Terms of Service

These Terms of Service (the “Terms”) govern your access to and use of the Persevoplatform and related services. They form a binding agreement between you (the “Customer”) and WIARA DAAS Ltd., the company that operates Persevo. Read them carefully. If you do not agree, do not use the Service.

1. Introduction

Persevo is a commerce-infrastructure service operated by WIARA DAAS Ltd., a limited liability company incorporated in the Republic of Bulgaria, EIK 205417373, VAT BG205417373, with registered office at 5A Dunav Blvd, Plovdiv 4003, Bulgaria (“Persevo”, “we”, “us” or “our”).

The Service provides hosted checkout, payment-processing facilitation through a regulated partner, a secure data vault for personalised commerce, and a commerce backbone covering orders, inventory and transactional notifications. These Terms apply to every customer that accesses the Service, whether under a signed Order Form, an online sign-up, or a trial.

2. Definitions

Customer

The legal entity that subscribes to the Service or signs an Order Form. References to “you” mean the Customer.

Service

The Persevo platform and any related products, APIs, documentation, dashboards and updates made available to the Customer.

Order Form

A written or electronic ordering document, signed or otherwise accepted by both parties, that specifies the modules, fees, term and any commercial terms specific to the Customer.

Customer Data

All data, content and information submitted to the Service by or on behalf of the Customer, including data about the Customer’s end-shoppers processed through the Service.

Documentation

The technical and product documentation published by Persevo at its public documentation site and within the Service.

Confidential Information

Any non-public information disclosed by one party to the other in connection with this agreement, whether marked as confidential or which a reasonable person would understand to be confidential.

Fees

The amounts payable by the Customer for the Service, as set out in the applicable Order Form or on a public pricing page.

3. Acceptance and Changes

3.1 Acceptance

By signing an Order Form, clicking to accept these Terms, or accessing the Service, the Customer accepts and agrees to be bound by these Terms. The individual accepting on behalf of the Customer represents that they have authority to do so.

3.2 Changes to the Terms

We may update these Terms from time to time. Non-material changes take effect immediately upon publication. For material changes that adversely affect the Customer, we will notify the Customer at least 30 days in advance by email or in-product notice. Continued use of the Service after the effective date constitutes acceptance of the updated Terms.

4. The Service

4.1 What we provide

The Service includes, depending on the modules subscribed:

• Hosted checkout with card and digital-wallet support.
• Facilitation of card processing through our PCI-DSS-compliant payments partner. Cardholder data does not transit or rest on Persevo servers.
• A secure data vault for personalised-commerce inputs (text, files, structured records).
• A commerce backbone covering catalogues, orders, customers, inventory, multi-currency and webhooks.
• Transactional email delivery for order-lifecycle events.
• An administrative dashboard and a public API documented under our OpenAPI specification.

4.2 What we do not provide

Unless expressly agreed in an Order Form, the Service does not include:

• The Customer’s storefront user interface or marketing site.
• The physical fulfilment, packaging, shipping or returns handling of goods sold by the Customer.
• Direct end-shopper support. The Customer remains the merchant of record for the relationship with its shoppers and is responsible for first-line customer support.
• Legal, tax, accounting, regulatory or financial advice of any kind.

5. Customer Responsibilities

The Customer agrees to:

• Keep account credentials, API keys and webhook secrets secure and confidential, and notify us promptly of any suspected compromise at security@persevo.app.
• Comply with all laws applicable to its business, including consumer protection, distance selling, tax, anti-money-laundering, sanctions and product-specific regulation.
• Provide accurate, current and lawful product, pricing, tax and shipping information.
• Honour orders accepted through its store, handle fulfilment, returns and post-sale support, and meet its obligations as the merchant of record to its end-shoppers.
• Use the Service in accordance with our Acceptable Use Policy and the Documentation.
• Maintain its own back-ups of any data it considers business-critical beyond the redundancy we provide as part of the Service.

6. Fees and Payment

6.1 Fees

Fees are set out in the Order Form or on the Persevo pricing page. Unless stated otherwise, all amounts are exclusive of value-added tax and other applicable taxes, which are payable by the Customer.

6.2 Invoicing

Invoices are issued electronically. Unless the Order Form specifies a different period, payment is due within 14 days of the invoice date. The Customer is responsible for keeping its billing contact and details up to date.

6.3 Late payment

Overdue amounts accrue statutory interest for late payment in commercial transactions as provided by Bulgarian law. We may suspend the Service after providing the Customer with written notice and a reasonable opportunity to cure non-payment.

6.4 Disputes

If the Customer disputes an invoice in good faith, it must notify us in writing within 15 days of the invoice date with a reasoned explanation. Undisputed portions of the invoice remain due on the original date.

7. Term and Termination

7.1 Term

Unless the Order Form specifies otherwise, the initial term is twelve (12) months from the start date, renewing automatically for successive twelve-month periods unless either party gives written notice of non-renewal at least 30 days before the end of the then-current term.

7.2 Termination for cause

Either party may terminate this agreement immediately on written notice if the other party:

• materially breaches the Terms and fails to cure the breach within 30 days of written notice;
• becomes insolvent, files for bankruptcy or enters into liquidation; or
• violates the Acceptable Use Policy in a manner that, in our reasonable view, cannot be cured.

7.3 Termination for convenience

Either party may terminate this agreement at the end of the then-current term by providing at least 30 days’ written notice of non-renewal.

7.4 Effect of termination

On termination or expiry: (a) the Customer’s right to access and use the Service ends; (b) accrued Fees remain payable; and (c) we will make Customer Data available for export in a structured, commonly used format for a period of 30 days following termination, after which we may delete it in accordance with our retention schedule and the Data Processing Addendum.

7.5 Suspension

We may suspend the Service, in whole or in part, if continued operation would create a material security, legal or operational risk, or if the Customer is in serious breach of the Acceptable Use Policy. Where reasonable, we will provide prior notice and an opportunity to cure.

8. Confidentiality

Each party will protect the other party’s Confidential Information using the same care it uses for its own confidential information of similar importance, but in no event less than reasonable care. Confidential Information may only be used to perform this agreement and disclosed to employees, contractors and advisers who have a need to know and are bound by equivalent confidentiality obligations. Confidential Information does not include information that is public, independently developed, or rightfully received from a third party without confidentiality obligations.

Each party may disclose Confidential Information where required by law, regulation or court order, provided that it gives the other party reasonable prior notice (where lawful) and cooperates with any reasonable effort to limit the disclosure.

9. Intellectual Property

9.1 Our rights

We and our licensors retain all right, title and interest in and to the Service, the Documentation, and any improvements, derivatives, feedback-derived enhancements and related intellectual property. No rights are granted other than the limited right to use the Service in accordance with these Terms.

9.2 Customer rights

The Customer retains all right, title and interest in and to Customer Data, its brand, its catalogue content and its trademarks. The Customer grants us a limited, worldwide, royalty-free licence to host, process, transmit and display Customer Data as necessary to provide and improve the Service, subject to the Data Processing Addendum.

9.3 Feedback

If the Customer provides suggestions, ideas or feedback about the Service, the Customer grants us a perpetual, irrevocable, royalty-free, worldwide licence to use that feedback without restriction.

10. Warranties and Disclaimers

10.1 Mutual warranties

Each party warrants that it has the authority to enter into this agreement and that doing so will not violate any other obligation binding on it.

10.2 Service warranty

We will provide the Service with reasonable skill and care, in line with industry standards for commerce infrastructure. Specific availability and support commitments, if any, are set out in the applicable Order Form or service-level addendum.

10.3 Disclaimer

Except as expressly stated in these Terms, the Service is provided “as is” and “as available”. To the maximum extent permitted by law, we disclaim all other warranties, whether express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranty arising from course of dealing or usage of trade. We do not warrant that the Service will be uninterrupted, error-free, or that all errors will be corrected.

11. Limitation of Liability

To the maximum extent permitted by applicable law:

• neither party will be liable for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, goodwill, anticipated savings or data (other than loss of data attributable to a breach of the Data Processing Addendum or of our security obligations);
• each party’s aggregate liability arising out of or in connection with this agreement in any twelve-month period will not exceed the Fees paid or payable by the Customer to Persevo in the twelve months immediately preceding the event giving rise to the claim.

The above caps and exclusions do not apply to:

• liability that cannot be excluded under applicable law;
• fraud or wilful misconduct;
• gross negligence;
• a party’s indemnification obligations under Section 12; or
• a party’s breach of confidentiality obligations under Section 8.

12. Indemnification

12.1 By Persevo

We will defend the Customer against any third-party claim that the Service, as used in accordance with these Terms and the Documentation, infringes that third party’s intellectual property rights, and will pay damages and reasonable costs finally awarded against the Customer (or agreed in settlement) in connection with such a claim, subject to the Customer giving us prompt notice and reasonable cooperation, and ceding sole control of the defence and settlement.

12.2 By the Customer

The Customer will defend us against any third-party claim arising out of (a) Customer Data, (b) the Customer’s products, services or marketing materials, (c) the Customer’s relationship with its end-shoppers, or (d) the Customer’s breach of these Terms, applicable law or our Acceptable Use Policy, and will pay damages and reasonable costs finally awarded against us (or agreed in settlement) in connection with such a claim.

13. Force Majeure

Neither party will be liable for delay or failure in performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, war, terrorism, civil unrest, government action, labour disputes, internet or network outages, power failures, or pandemics. The affected party will give prompt notice and use reasonable efforts to mitigate the impact.

14. Data Protection

Where Persevo processes personal data on behalf of the Customer in the course of providing the Service, it does so as a processor within the meaning of Article 28 of the EU General Data Protection Regulation. The Data Processing Addendum is incorporated into and forms part of these Terms. Our processing of personal data we collect as a controller (for example, business-contact information of Customer personnel) is described in our Privacy Policy.

15. Governing Law and Disputes

15.1 Governing law

These Terms are governed by the laws of the Republic of Bulgaria, without regard to its conflict-of-laws rules. The UN Convention on Contracts for the International Sale of Goods does not apply.

15.2 Forum

Each party submits to the exclusive jurisdiction of the competent courts of Plovdiv, Bulgaria, in connection with any dispute arising out of or in connection with these Terms, subject to mandatory rules of consumer law that may apply.

15.3 Out-of-court resolution

Where the Customer qualifies as a consumer under applicable law, it may also turn to the Bulgarian Commission for Consumer Protection (Комисия за защита на потребителите, “КЗП”) for alternative dispute resolution.

16. Miscellaneous

16.1 Assignment

Neither party may assign this agreement without the other party’s prior written consent, except that either party may assign it to an affiliate or in connection with a merger, acquisition or sale of substantially all of its assets, on notice to the other party.

16.2 Notices

Notices to us must be sent to legal@persevo.app and to our registered office. Notices to the Customer will be sent to the primary contact email on file. Operational notices may be delivered through the Service.

16.3 Severability

If any provision of these Terms is held to be unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

16.4 No waiver

Failure to enforce any right under these Terms is not a waiver of that right. Waivers must be in writing and signed by the waiving party to be effective.

16.5 Entire agreement

These Terms, together with the Data Processing Addendum, the Acceptable Use Policy, the Privacy Policy and any Order Form, constitute the entire agreement between the parties on the subject matter and supersede all prior agreements and understandings.

16.6 Order of precedence

In the event of conflict, the order of precedence is: (1) the Order Form, (2) the Data Processing Addendum, (3) these Terms, (4) the Acceptable Use Policy and other policies.

17. Contact

Questions about these Terms can be sent to legal@persevo.app or by post to WIARA DAAS Ltd., 5A Dunav Blvd, Plovdiv 4003, Bulgaria.