Terms of service.

1. Acceptance

These Terms of Service (“Terms”) govern your access to and use of Velsa, operated by Palladium Innovations, LLC (“Palladium,” “we,” “us”), a Florida limited liability company. By accessing or using Velsa, you agree to these Terms. If you do not agree, do not use the service.

If you are using Velsa on behalf of an organization, you represent that you have authority to bind that organization to these Terms, and “you” in these Terms refers to that organization.

2. What these Terms cover

These Terms apply to:

• The marketing site at velsa.io and subdomains we operate.
• The demo environment at demo.velsa.io.
• The Velsa Cloud hosted service when made available.

These Terms do not cover the Velsa Community Edition (open source) or Velsa Enterprise (self-hosted private container). Those products are governed by separate license agreements.

3. Eligibility

You must be at least 18 years old and able to form a legally binding contract to use Velsa. Velsa is not directed to children, and we do not knowingly accept registrations from anyone under 13 (or under 16 in the EU).

4. Accounts

Some features require an account. You agree to provide accurate information when registering and to keep it current. You are responsible for safeguarding your credentials and for all activity under your account. Notify us promptly at security@velsa.io if you suspect unauthorized access.

5. The Velsa service

Velsa is software for managing event-venue operations — bookings, contracts, exhibitor and event-day operations, financial transactions, and reporting. We may add, remove, or modify features over time. Where changes materially reduce functionality, we will provide reasonable notice.

6. Acceptable use

You agree not to:

• Use Velsa for any unlawful purpose or in violation of any applicable law or regulation.
• Interfere with, disrupt, or circumvent the integrity or security of Velsa.
• Probe, scan, or test the vulnerability of Velsa except through our published responsible-disclosure process.
• Reverse-engineer, decompile, or otherwise attempt to derive the source code of Velsa, except to the extent expressly permitted by law (and except for the open-source Velsa Community Edition, which is governed by its own license).
• Resell, sublicense, or commercially redistribute Velsa or any of its functionality without prior written agreement.
• Use Velsa to harass, defame, or harm others.
• Upload or process content that is unlawful, infringes intellectual-property rights, or violates the privacy rights of others.
• Submit malware, exploits, or automated traffic that adversely affects service for others.

We may suspend or terminate access for material or repeated violations of this section.

7. Customer content

You retain ownership of all data and content you upload to or generate within Velsa (“Customer Content”). You grant Palladium a non-exclusive, worldwide, royalty-free license to host, copy, transmit, display, and process Customer Content solely as necessary to provide Velsa to you and to fulfill the obligations under these Terms.

You are responsible for the lawfulness of Customer Content and for obtaining any consents required to process it through Velsa.

We do not sell Customer Content, and we do not use Customer Content to train artificial-intelligence models.

8. Demo environment

The demo at demo.velsa.io is provided for evaluation only. It is seeded with fictional data, is shared among visitors, may be reset without notice, and is not intended for storing real business data. Anything you enter into the demo is not confidential and may be visible to other demo users or wiped when the environment is refreshed.

9. Beta and pre-release features

Some features may be designated as “beta,” “preview,” or similar. Those features are provided as-is for evaluation and may change or be discontinued without notice. SLA commitments do not apply to beta features.

10. Fees, billing, and cancellation

Velsa Cloud paid plans are not yet generally available. When they are, applicable fees, billing terms, and cancellation procedures will be set out in an order form or subscription page that, together with these Terms, will form the agreement for the paid service. Prices are exclusive of taxes unless stated otherwise. Fees are non-refundable except where required by law or expressly stated in an order form.

11. Intellectual property

Velsa — including its software, design, content, trademarks, and the “Velsa” name — is owned by Palladium and is protected by intellectual-property laws. These Terms grant you a limited, non-exclusive, non-transferable license to access and use Velsa as expressly permitted herein. No other rights are granted by implication.

Feedback you provide about Velsa is non-confidential, and you grant Palladium an irrevocable, worldwide, royalty-free license to use it without restriction.

12. Confidentiality

Each party may receive non-public information from the other (“Confidential Information”). Each party agrees to use Confidential Information only as necessary to perform under these Terms and to protect it with at least the same care it uses for its own confidential information of similar sensitivity. Customer Content is the customer's Confidential Information; the design, performance, and roadmap of Velsa are Palladium's Confidential Information.

13. Service availability

We strive to keep Velsa available, but we do not guarantee uninterrupted access. Velsa may be unavailable from time to time for planned maintenance, emergency maintenance, or due to causes outside our reasonable control. No specific uptime SLA applies unless expressly stated in an order form or separately published service-level commitment.

Non-paying users. Access to Velsa without payment of fees — including marketing-site visitors, demo-environment users, and any free-tier offering Velsa may publish — is provided as a courtesy. We owe no service-level commitments, warranties, support obligations, or other obligations to non-paying users beyond what is expressly stated in these Terms and the Privacy Policy. Without limiting the foregoing, we may suspend or discontinue any free access at any time and without notice.

14. Privacy and data protection

Our handling of personal information is governed by the Privacy Policy. For business customers, a Data Processing Addendum is available on request to privacy@velsa.io.

15. Third-party services

Velsa may integrate with or display content from third-party services. We are not responsible for those services. Your use of them is subject to their own terms.

16. Warranty disclaimer

Velsa is provided “as is” and “as available.” To the maximum extent permitted by law, Palladium disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that Velsa will be uninterrupted, error-free, or that defects will be corrected.

17. Limitation of liability

To the maximum extent permitted by law, in no event will Palladium or its officers, directors, employees, or agents be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, or business interruption, arising out of or related to these Terms or your use of Velsa, even if Palladium has been advised of the possibility of such damages.

Palladium's aggregate liability arising out of or related to these Terms or your use of Velsa will not exceed the greater of (a) the fees paid by you to Palladium for the service in the twelve months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (USD $100).

Some jurisdictions do not allow the exclusion of certain warranties or limitations on certain damages. To the extent that any of the above provisions are not enforceable, they apply to the maximum extent permitted by law.

18. Indemnification

You will defend, indemnify, and hold harmless Palladium and its affiliates, officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to your Customer Content, your violation of these Terms, or your violation of applicable law or the rights of any third party.

19. Termination

You may stop using Velsa at any time. We may suspend or terminate your access if you materially breach these Terms, if required by law, or if we reasonably believe continued provision creates a security or operational risk. We will provide reasonable notice where practicable. On termination, your right to use Velsa ceases, and we will delete Customer Content per the Privacy Policy retention provisions.

Sections that by their nature should survive termination (including ownership, warranty disclaimers, limitation of liability, indemnification, confidentiality, and governing law) will survive.

20. Governing law and disputes

These Terms are governed by the laws of the State of Florida, United States, without regard to its conflict-of-laws principles. The state and federal courts located in Okaloosa County, Florida will have exclusive jurisdiction over any dispute arising out of or relating to these Terms, and the parties consent to personal jurisdiction in those courts.

Each party irrevocably waives any right to a trial by jury in any action arising out of or relating to these Terms or your use of Velsa.

21. Changes

We may update these Terms from time to time. When we do, we will update the “Last updated” date above. If changes are material, we will provide more prominent notice (for example, by email or a banner on the service). Your continued use of Velsa after changes become effective constitutes acceptance.

22. General

• Entire agreement. These Terms, together with the Privacy Policy and any order form or subscription page, constitute the entire agreement between you and Palladium regarding the service.
• No waiver. Our failure to enforce any provision is not a waiver of our right to enforce it later.
• Severability. If any provision is held unenforceable, the remaining provisions remain in effect.
• Assignment. You may not assign these Terms without our prior written consent. We may assign them in connection with a merger, acquisition, or sale of assets.
• Force majeure. Neither party is liable for failures caused by events outside its reasonable control.
• Notices. We may send notices to the email address associated with your account. Notices to Palladium should be sent to legal@velsa.io with a copy to the postal address below.

23. Contact

Legal notices and contract inquiries: legal@velsa.io.

Postal mail: Palladium Innovations, LLC · 341 Angela Lane · Mary Esther, FL 32569 · United States.