The Client shall be deemed to have accepted without reservation the entire Agreement, which comes into force as from the conclusion of the Agreement and/or the first use of the Software.

No general or specific stipulation contained in the documents sent or delivered by the Client, including its terms and conditions, may be incorporated herein. Unless otherwise agreed and unless the Client has expressly contested their content, the present Terms and Conditions shall also apply to all future business relations between the Client and WORLDVERTEX, without WORLDVERTEX having to refer to them again in each individual case.

WORLDVERTEX reserves the right to modify the present Terms and Conditions at any time subject to prior written notice to the Client. Should the Client refuse the proposed modification, it shall have the right to object within one (1) month and terminate the Contract under the duration and termination provisions of Article 12 hereinafter, and the applicable Terms and Conditions shall be the ones the Client subscribed to up until the Agreement’s termination. The effective date of these modifications will be brought to the Client's attention.

Under a free Trial Access to the Software with a Trial License Key, the Client will be granted a worldwide non-exclusive license to use, copy and incorporate the Software, exclusively within its Application and for a Trial Access.

The Client can benefit from a limited number of Trial License Keys. If the Client wishes to obtain additional Trial License Keys, it can contact WORLDVERTEX by contact form. WORLDVERTEX can terminate the Agreement at any time, without notice nor liability.

Should the Client want to deploy its Application in Production with the Software, the Client shall obtain a Production License Key by:

a. Connecting to the SDK Pricing page in order to review the Software specifications, the subscription prices, the Application concerned, etc.;

b. Indicating the number and duration, one or several years, of the Production License Keys it wishes to subscribe to;

c. Receiving from WORLDVERTEX a pricing offer, which is systematically in the form of an annual or pluriannual subscription fee;

d. Reading and expressly accepting the present Terms and Conditions before proceeding with the subscription and the payment in advance of one or more annuities;

As of the date of the subscription, the Client will be granted a worldwide non-exclusive license which term is based on the duration of the Production License Key, to use, copy and incorporate the Software, exclusively within their Application and for Production, without any limit whatsoever regarding the number of the products and/or devices or the number of users of these products and/or devices in order to distribute, sublicense and/or sell copies of their own products and/or devices containing the Software.

Before the Production License Key expires, the Client can renew its Production License Key by making another payment for one or more annuities. The Client shall then integrate the new Production License Key into its Application to keep the Software functionalities and upgrade the Software to the latest version made available by WORLDVERTEX.

In the event the Client cancels its subscription, all the sums paid by the Client will remain vested to WORLDVERTEX. Should the Client fail to pay the sums due, WORLDVERTEX may freeze access to the Software until such payment is made. If payment is still outstanding sixty (60) days after the sums were due, WORLDVERTEX may treat this as the Client’s notice of termination. In such a case, the Client will have to pay all the sum due for the said subscription as remedies.

Technical assistance and maintenance requests are accessible to the Client from at 9 AM to 6.00 PM KST from Monday to Friday by contact form.

WORLDVERTEX will be sole in charge of assessing the level of the service request. WORLDVERTEX will undertake its best efforts to respond to a request in a reasonable time once a representative of WORLDVERTEX has responded to a Client’s request.

If appropriate, WORLDVERTEX will notify the Client, and the parties will agree on specific terms and conditions for the resolution of the request. Level of the service request may change in the event of an evolution of the circumstances after the notification of the request. In the event of such a change, the increase/decrease of the level will be notified to the Client by WORLDVERTEX.

The Client shall:

a. Promptly report to WORLDVERTEX any problem with the Software and implement any corrective procedures provided by WORLDVERTEX upon receipt of the request;

b. Be solely responsible for the use of the Software by the End Users;

c. Be solely responsible for protecting and backing up the data and information stored on the devices where the Software is installed and should confirm that the data and information is protected and backed up in accordance with any internal or regulatory requirements as applicable before contacting WORLDVERTEX. WORLDVERTEX shall not be responsible for lost data or information in the event of errors or other malfunction of the Software, of the Application and/or the devices on which the Software is used.

The Client is responsible for obtaining and maintaining appropriate equipment and ancillary services needed to connect to, access or otherwise use the Software, including, without limitation, computers, devices, computer/devices operating systems, software, mobile applications, data storage, network devices, and web browsers.

Subscription conditions are specified in Client Portal. All prices are in Dollars and are valid until altered by WORLDVERTEX. Prices are not inclusive of taxes (notably VAT that may differ between countries).

All invoices issued by WORLDVERTEX are due and payable within thirty (30) days of the date of the invoice. If the Client fails to pay the sums provided for in this Agreement when due:

a. WORLDVERTEX shall be entitled a late payment interest as the rate of three (3) times the late;

b. WORLDVERTEX shall obtain a reasonable compensation from the Client for any recovery cost exceeding the lump compensation and incurred due to the Client’s late payment;

c. WORLDVERTEX shall be entitled to suspend the Agreement as per article 11 and/or terminate the Agreement as per article 12 of this Agreement.

THE CLIENT USES THE SOFTWARE ARE AT ITS SOLE RISK. THE SOFTWARE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE”, BASIS WITHOUT WARRANTIES OR GUARANTIES OF ANY KIND. WORLDVERTEX AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND PARTNERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTIES IMPLIED BY A COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE.

THE CLIENT’S EXCLUSIVE REMEDY AND WORLDVERTEX’S ENTIRE LIABILITY SHALL BE (i) THE CORRECTION OF THE SOFTWARE ERRORS THAT CAUSE BREACH OF THE WARRANTY; OR, IF WORLDVERTEX CANNOT SUBSTANTIALLY CORRECT SUCH BREACH IN A COMMERCIALLY REASONABLE MANNER, THE CLIENT MAY END THE USE OF THE SOFTWARE AND RECOVER A PRORATED PORTION OF ANY MAINTENANCE FEES PREPAID TO WORLDVERTEX; OR (ii) THE REPERFORMANCE OF THE DEFICIENT SUPPORT SERVICES. TO THE EXTENT PERMITTED BY LAW, THESE WARRANTIES ARE EXCLUSIVE AND THERE ARE NO OTHER EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS INCLUDING WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

WORLDVERTEX AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND PARTNERS MAKE NO WARRANTY THAT (i) THE SOFTWARE WILL MEET THE CLIENT’S REQUIREMENTS, (ii) THE SOFTWARE WILL BE UNINTERRUPTED, TIMELY, SECURE, CURRENT, COMPLETE OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SOFTWARE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY THE CLIENT THROUGH THE SOFTWARE WILL MEET THE CLIENT’S EXPECTATION, (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED AND (vi) THE SOFTWARE IS FREE OF VIRUSES OR OTHER DISABLING DEVISES OF HARMFUL COMPONENTS.

ANY EQUIPMENT AND/OR SOFTWARE USE WITH THE SOFTWARE IS DONE AT THE CLIENT’S OWN DISCRETION AND RISK, AND THE CLIENTS WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO THEIR EQUIPMENT AND/OR SOFTWARE THAT RESULTS FROM THEIR USE OF THE SOFTWARE.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY THE CLIENT FROM WORLDVERTEX THROUGH AND/OR THE SOFTWARE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.

THE AGREEMENT DOES NOT APPLY TO ANY UNAVAILABILITY, SUSPENSION OR TERMINATION OF THE SOFTWARE THAT:

a. ARE CAUSED BY FACTORS OUTSIDE OF OUR REASONABLE CONTROL, INCLUDING ANY FORCE MAJEURE EVENT RESULT FROM ANY ACTIONS OR INACTIONS OF THE CLIENT OR ANY THIRD PARTY;

b. RESULT FROM THE CLIENT’S EQUIPMENT, SOFTWARE OR OTHER TECHNOLOGY AND/OR THIRD-PARTY EQUIPMENT, SOFTWARE OR OTHER TECHNOLOGY;

c. RESULT FROM ANY MAINTENANCE AS PROVIDED FOR PURCHASING THE SOFTWARE OR RELATED PLANNED WORKS IN ORDER TO KEEP THE SOFTWARE FUTURE PROOF (E.G. SOFTWARE UPGRADES, ETC.);

THE CLIENT EXPRESSLY UNDERSTANDS AND AGREES THAT NEITHER WORLDVERTEX NOR ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, OR PARTNERS, WILL BE LIABLE TO THE CLIENT FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF WORLDVERTEX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SOFTWARE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF THE CLIENT’S SERVICES, AND/OR PRODUCTS, AND/OR INSTALLATION, AND/OR EQUIPMENT; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SOFTWARE; (v) FAILURE TO INSURE THE COMPATIBILITY OF THE CLIENT’S EQUIPMENT WITH THE SOFTWARE; (vi) ANY OTHER MATTER RELATING TO THE SOFTWARE.

IF, NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT WORLDVERTEX, SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, OR ARE LIABLE FOR DAMAGES, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED THE TOTAL FEES PAID BY THE CLIENT TO WORLDVERTEX DURING THE TWELVE (12) MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE, TO THE EXTENT PERMITTED BY APPLICABLE LAW.

The use of the Software is subject to the availability and the operational limitations of the requisite equipment and associated facilities, and notably IOS and Android. The Client understands and agrees that temporary interruptions of the Software may occur as normal events in the provision of the Software and that WORLDVERTEX shall not be liable for such interruptions. The Client further understands and agrees that WORLDVERTEX has no control over third-party systems (e.g. operating systems, frameworks, build tools, application stores) the Client may access in the course of their use of the Software, and therefore, delays and disruptions of other electrical network are beyond the control of WORLDVERTEX.

Both Parties will be exempt from any liability in case of total or partial breach of this Agreement, even temporary if caused by a Force Majeure event. In the event of the occurrence of a situation that it considers to be Force Majeure, the concerned Party shall promptly notify the other Party of the situation by registered letter, specifying the nature of the event(s), their impact on its ability to perform its obligations as provided for in this Agreement, as well as any supporting document attesting to the reality of the Force Majeure event. Are considered as supporting documents notably, but not exclusively, any declaration, certificate, legislation, decree, order or other measures taken by a government at local, national or international level concerning the events invoked as Force Majeure. In the event that the Party invoking a Force Majeure event characterize it, its obligations shall be suspended for a period of three (3) months. Beyond this period, if the situation of Force Majeure continues, the Agreement shall be automatically terminated. Any suspension of performance of the Agreement by application of this Article shall be strictly limited to the commitments whose performance has been prevented by the circumstances of Force Majeure and to the period during which the circumstances of Force Majeure have acted. In any event, if the impediment is or becomes definitive, the Agreement shall be automatically terminated. The Parties shall endeavor in good faith to take all reasonably possible measures to continue the realization of the Installation and/or the performance of the Software. The Parties shall endeavor in good faith to take all reasonably possible measures to continue the performance of the Software. It is understood between the Parties that the services are performed in the course of the reciprocal execution of the Agreement and that in the event of suspension or termination of commitments, the Client will pay WORLDVERTEX’ fees calculated on a prorata temporis basis (and the costs and fees due in the event of resumption after suspension). In any case, any payment already received by WORLDVERTEX for the performance of the Software shall remain definitively acquired.

Access to the Software may be terminated by WORLDVERTEX prior to the expiration of the term of the Agreement upon the occurrence of any of the following events of default and the failure of the Client to cure such default within thirty (30) days after written notice of such default has been given by WORLDVERTEX to the Client: (i) if any undisputed sum of money owed by the Client is not paid when due; (ii) if any breach occurs under any confidentiality provisions; or (iii) if any material breach by the Client occurs as to any other term hereof or any other agreement between WORLDVERTEX and the Client. In the event of any such default and the continuance thereof beyond the applicable cure period, WORLDVERTEX shall have the option to terminate the Software license by giving written notice of termination to the Client. Upon such termination, all amounts owed by the Client and unpaid as of the date of such termination shall become immediately due and payable to WORLDVERTEX.

The Agreement may be terminated by the Client prior to the expiration of its term in the event of a breach by WORLDVERTEX of any warranty expressly set forth herein or a material breach by WORLDVERTEX of any other term or condition hereof and WORLDVERTEX fails to cure such breach within thirty (30) days after written notice of such breach is given by the Client to WORLDVERTEX. In the event of any such default, the Client shall have the option to terminate the Software license by giving notice of termination to WORLDVERTEX immediately and receive a refund of any sums paid for that portion of the licensing period subsequent to such termination.

If either party goes into receivership, bankruptcy, or insolvency, or makes an assignment for the benefit of creditors, or ceases to operate its business, Agreement shall be immediately terminable by the other party by written notice, but without prejudice to any rights of the terminating party hereunder, such termination to be effective as of one day prior to such event.

During the term of the Agreement and for a period of one (1) year after its termination for any reason whatsoever, the Parties undertake to ensure that Confidential Information:

a. Is not communicated to any third party;

b. Is only disclosed to those of the Parties' staff who need to know it in the framework of any eventual work related to or arising out of this Agreement;

c. Is protected and kept strictly confidential and secret by any personnel of the Parties, such personnel being responsible for ensuring that no document or element referring or relating to, or whose content refers or relates to the Confidential Information, is visible or accessible by a third party who may be present at the Parties’ premises;

d. Is not used, whether in full or in part, for any purpose or objective other than the execution of the Agreement and/or any work related to or arising out of this Agreement;

e. Is not copied, reproduced or duplicated in full or in part except as required in the context of the conduct of this Agreement or any work relating thereto or arising therefrom.

Disclosure of Confidential Information to third parties shall not be considered to have been made in breach of the aforementioned obligations if:

a. The Party accused of disclosing the Confidential Information can prove that it was legally and without fraud in possession of said Confidential Information on the Effective Date or prior to the disclosure of that Confidential Information by the disclosing Party;

b. Said Confidential Information is in the public domain, where the existence of the Confidential Information in the public domain is not due to an unauthorized disclosure by the Party considered to having disclosed it;

c. Said Confidential Information has been disclosed to the recipient by a third party who is under no obligation of confidentiality to the disclosing Party;

d. Said Confidential Information has been developed by employees of the recipient Party who had no access to Confidential Information received from the disclosing Party;

e. Said Confidential Information is required to be disclosed by a court or tribunal of competent jurisdiction, or any other competent authority.

Upon termination of this Agreement for any reason whatsoever, each Party shall return to the other Party all tangible material embodying or containing Confidential Information (including every copy of documents reflecting Confidential Information); or (ii) destroy all tangible material embodying or containing Confidential Information.

Each Party is entitled to make any public announcement regarding its association with the other Party ; use the other’s Party name and trademark(s) in any promotional materials or activities or publications.

Unless otherwise specified in this Agreement, notices by the Client to WORLDVERTEX’ Customer Service must be given by contact form.

WORLDVERTEX and WORLDVERTEX’ logos, brands, product and service names (“WORLDVERTEX marks”) are registered trademarks or trademarks of WORLDVERTEX Intellectual Property. Any use of WORLDVERTEX Marks is prohibited without permission of WORLDVERTEX Intellectual Property.

This Agreement, any other policies or guidelines referenced herein, and the terms set forth in any promotional offer for the Software constitute the entire agreement between WORLDVERTEX and the Client. This Agreement governs the Client’s use of the Software, superseding any prior agreement between the Client and WORLDVERTEX with respect to the subject matter of the Agreement. The failure of WORLDVERTEX to exercise or enforce any right or provision of the Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect. The Client agrees that, except as otherwise expressly provided in this Agreement, there shall be no third-party beneficiaries to the Agreement. The Client agrees that regardless of any statute of laws to the contrary, any claim or cause of action arising out of or related to use of the Software, or the Agreement must be filled within one (1) year after such claim or cause of action arose or be forever barred. WORLDVERTEX can assign all or part of WORLDVERTEX’ rights or duties under this Agreement without notifying the Client. The Client may not assign this Agreement or the Software without prior written consent of WORLDVERTEX. If any part of the Agreement is found invalid, the rest of the Agreement will remain valid and enforceable. The article titles and paragraph headings in the Agreement are for convenience only and have no legal or contractual effect.

Obligations and rights in connection with this Agreement, which by their nature would continue beyond the termination, cancelation, or expiration of this Agreement, will survive the termination, cancelation, or expiration of the Agreement.

The validity and construction of this Agreement and all matters pertaining thereto are to be determined in accordance with the laws of South Korea.

For the resolution of any dispute regarding interpretation and/or performance of this Agreement, the Parties, expressly waiving any other forum that might correspond to them, submit to the exclusive jurisdiction of the competent courts and tribunals of Seoul (South Korea).

WORLD VERTEX. (referred to as "WORLD VERTEX" or “we”; registered address: ADDRESS) provide website features and services to you (or the “user”) when you visit at vtex.co.kr (referred to as “BotAmi Scan”).

If you have any questions about this Privacy Policy or personal information protection, please contact us through the following methods:
Customer Service Hotline: [ +82-2-576-3776 ]
E-mail of Customer Service:[ help@vtex.co.kr ]
Generally, we will reply within 30 days. If you are not satisfied with our reply, especially if our personal information handling behavior has damaged your legitimate rights, you can also make complaints or reports to the Internet, telecommunications, public security, industry and commerce and other regulatory authorities.