1. Purpose and Acceptance

These terms of use (“Terms”) govern access to and use of the Agent AlexArc website, accessible at www.alexarc.com (the “Site”).

By accessing, viewing or using the Site, you agree to these Terms, to the extent permitted by applicable laws. If you do not agree to these Terms, you must stop using the Site.

These Terms apply solely to the public Agent AlexArc Site. They do not govern the authenticated use of the Agent AlexArc application by a Client or an authorised User, unless expressly stated otherwise.

2. Publisher details

The Site is operated by:

Vorellis Inc.
2572 Daniel-Johnson Boulevard, 2nd floor
Laval, Quebec, H7T 2R3
Canada

General email: info@vorellis.com

Legal / privacy email: legal@vorellis.com

3. Scope limited to the Public Site

These Terms and Conditions apply in particular to:

a) viewing the public pages of Agent AlexArc;

b) access to commercial, informational, promotional or educational content published on the Site;

c) the use of contact forms, information request forms, demonstration request forms, waiting list forms or registration forms;

d) viewing pages relating to the product, modules, jurisdiction packs, prices, features or resources;

e) viewing the legal, policy, notice and document pages made available by Vorellis;

f) any other public use of the Site.

These Terms do not replace or amend:

a) the Vorellis SaaS Subscription Framework Agreement;

b) any applicable Purchase Order;

c) Appendix A — Terms and Conditions specific to the Agent AlexArc product;

d) the Addendum relating to the processing of personal data;

e) Appendix 4 — GDPR/EEA Addendum, where applicable;

f) the Terms of Use for the Agent AlexArc application applicable to Authorised Users, where adopted;

g) any other separate contract signed or accepted by Vorellis.

In the event of a subscription, purchase, activation or use of Agent AlexArc, the contractual documents applicable to the Subscription shall take precedence over these Terms and Conditions in respect of any matter relating to the application, the SaaS Services, Customer Data, Fees, subscriptions, features, usage limits, jurisdictional packages, support, warranties, liability, termination or the processing of personal data on behalf of a Customer.

4. Agent AlexArc

Agent AlexArc is a SaaS product published by Vorellis, intended for organisations wishing to structure, document, monitor, and manage certain aspects of governance, compliance, cybersecurity, risk management, and the protection of personal data.

The Site may include, in particular:

a) the modules available or planned;

b) the available jurisdiction packs;

c) general features;

d) commercial benefits;

e) names of business partners and links to their websites;

f) prices or subscription options;

g) usage limits;

h) screenshots, illustrations or examples;

i) information relating to purchase, subscription or account creation;

j) applicable contractual documents or policies.

The information published on the Website is provided for general information purposes and may be modified, replaced, removed or updated at any time.

5. Information on upcoming features, modules and elements

The Site may refer to features, modules, registers, packs, integrations, options, improvements or elements indicated as available, under development, planned, forthcoming, in beta or likely to be added at a later date.

Such references do not constitute a guarantee of availability, an obligation to deliver, a contractual promise, a certification, a commitment to a schedule or an amendment to the Framework Agreement, unless such elements are expressly provided for in a Purchase Order, a signed contract or a contractual document accepted by Vorellis.

Vorellis may modify the development, availability, content, priority or development schedule of Agent AlexArc’s features, subject to the contractual documents applicable to Customers.

6. No Legal, Professional or Regulatory Advice

The Content of the Website does not constitute legal advice, a legal opinion, an audit, a compliance certification, regulatory validation, a mandate as legal counsel, a mandate as a DPO, RPRP, vDPO, vRPRP, CISO, external adviser or compliance officer.

Browsing the Site, using a form, requesting a demonstration or receiving a general communication from Vorellis does not create any professional mandate, solicitor-client relationship, advisory relationship, fiduciary duty or contractual relationship other than that expressly provided for in these Terms or in a separate contract accepted by Vorellis.

Any organisation must seek advice from its own legal, technical, tax, accounting, cybersecurity, governance, compliance or data protection advisers before making a decision or taking action based on the Content.

7. Content of the Site

The Site may contain text, pages, product descriptions, commercial information, prices, documents, resources, graphics, images, screenshots, web, visual elements, logos, icons, videos, forms, links, publications or any other content (“Content”).

The Content is provided for general information, presentation, communication or promotional purposes. It may be modified, removed, replaced or updated by Vorellis at any time and without notice.

Vorellis makes reasonable efforts to keep the Content up to date, but does not guarantee that the Content is complete, accurate, up to date, free from error or suitable for any particular purpose.

8. Commercial information, prices and subscription

The Website may display prices, subscription options, products, additional organisations, discounts, partner codes, promotional offers or general terms and conditions.

Unless expressly stated otherwise in a Purchase Order accepted by Vorellis, this information:

a) may be amended at any time;

b) does not constitute a binding offer;

c) do not guarantee the availability of a price or a promotion;

d) may be subject to taxes, conditions, limitations or exclusions;

e) may vary depending on the jurisdiction, currency, type of Customer, payment method, partner or purchasing channel.

The applicable Purchase Order governs any subscription to Agent AlexArc, the Vorellis SaaS Subscription Master Agreement, Appendix A — Terms Specific to the Agent AlexArc Product, the DPA and any applicable addenda.

9. Permitted Use of the Site

You may access the Site for legitimate, professional, commercial, organisational or informational purposes, in accordance with these Terms and applicable laws.

You must use the Site reasonably and lawfully, in a manner that respects the security, integrity, availability, and reputation of Vorellis, Agent AlexArc, their suppliers, customers, partners, and users.

10. Prohibited Uses

You must not, directly or indirectly:

a) use the Site for any illegal, fraudulent, deceptive, abusive or unauthorised purposes;

b) attempt to gain unauthorised access to the Site, the Agent AlexArc application, or Vorellis’ servers, systems, accounts, databases, technical environments or infrastructure;

c) circumvent, disable, compromise or attempt to compromise any security, access control, restriction, monitoring or protection measure;

d) use a robot, script, extractor, scraper, crawler, automated tool or similar process to extract, copy, index, harvest or exploit the Site or its Content without Vorellis’ prior written authorisation;

e) carry out a penetration test, vulnerability scan, load test, active technical audit, automated analysis or attempted exploitation targeting the Site or the Agent AlexArc application without Vorellis’ prior written authorisation;

f) introduce a virus, malware, harmful code, destructive payload or any element likely to damage, disrupt or compromise the Site or the Agent AlexArc application;

g) disrupt, overload, slow down, degrade or interfere with the normal operation of the Site;

h) copy, reproduce, modify, adapt, translate, distribute, republish, resell or exploit the Content other than to the extent permitted by these Terms or by law;

i) remove, obscure or alter any intellectual property notice, privacy notice, trademark notice, copyright notice or other legal notice;

j) use the Site or its Content to develop, train, improve or market a competing product without Vorellis’ prior written consent;

k) use the Website in a manner that is likely to harm the reputation, rights, commercial interests, security or activities of Vorellis, Agent AlexArc or a third party.

11. Intellectual Property

The Site and its Content are protected by applicable intellectual property laws, including laws relating to copyright, trade marks, trade names, trade secrets and related rights.

Unless otherwise stated, Vorellis or its licensors retain all rights, title and interest in and to the Site, the Content, Agent AlexArc, the trademarks, text, interfaces, visuals, screenshots, documents, graphics and published resources.

No ownership rights, licence, assignment, right of use, right of reproduction, right of distribution, right of modification or commercial right is granted, except as expressly provided for in these Terms or in a separate contract accepted by Vorellis.

You may view the Content and retain a reasonable copy of it for internal, informational or non-commercial purposes, provided that you do not remove the intellectual property notices and that you do not use the Content in a misleading, competitive, unlawful or prejudicial manner towards Vorellis.

Any other use of the Content requires Vorellis’s prior written consent.

12. Trademarks and Distinctive Signs

The names Vorellis, Agent AlexArc, AlexArc, as well as the associated logos, slogans, graphics, trade names, product names, interfaces, visuals and distinctive signs may constitute trademarks, trade names or protected elements of Vorellis or its partners.

You may not use these trademarks or distinctive signs without the prior written authorisation of Vorellis, except to the extent permitted by law, to clearly identify Vorellis or Agent AlexArc in a fair, non-misleading and non-prejudicial manner.

No use of the Site entitles you to suggest any affiliation, endorsement, sponsorship, partnership, certification, integration or commercial relationship with Vorellis or Agent AlexArc without prior written authorisation.

13. Forms, demonstration requests and information submitted

When you use a form to submit a demonstration request, an information request, a commercial enquiry or any other communication via the Site, you must provide accurate, complete and up-to-date information.

You must not submit via the Site:

a) false, misleading or fraudulent information, or information impersonating a third party;

b) sensitive personal information that is not necessary for your request;

c) Customer Data intended for the Agent AlexArc application;

d) confidential information belonging to a third party which you are not authorised to disclose;

e) documents or content containing viruses, malware or harmful elements;

f) content that is unlawful, defamatory, abusive, discriminatory, threatening or infringes the rights of a third party.

Vorellis may refuse to respond to a request, delete a message, block a communication or take any reasonable action if it considers that the use of the Site is abusive, fraudulent, unauthorised or contrary to these Terms.

14. Account creation, purchase or access to the application

The Site may contain a link, button, form, redirect, or mechanism that enables you to request a demonstration, create an account, access the Agent AlexArc application, initiate a purchase, or view a Purchase Order.

When you create an account, accept a Purchase Order, activate a Subscription, access the application or use Agent AlexArc as a Customer or Authorised User, additional terms apply.

Acceptance of a Purchase Order, the Framework Agreement, Annex A, the DPA, the GDPR/EEA Addendum or the Terms of Use for the Agent AlexArc application may be required before the activation of the Subscription or access to certain features.

These Terms do not confer any right of access to the Agent AlexArc application.

15. Personal data, privacy and cookies

The collection, use, disclosure, retention and protection of personal information in connection with the Website are governed by the Privacy Policy of Vorellis Inc. and Agent AlexArc, available on the Website or via any other link provided by Vorellis.

The Site may use cookies, trackers, technical identifiers, pixels, analytics tools, retargeting technologies or similar technologies in accordance with the Privacy Policy and the available preferences.

Where non-essential cookies, marketing pixels, non-strictly necessary analytics tools, or retargeting technologies are used, Vorellis may display a banner or a preference management tool that allows visitors to accept, refuse, or configure certain categories of cookies, in accordance with applicable requirements.

16. Marketing communications

If you choose to receive marketing communications from Vorellis or Agent AlexArc, you may withdraw your consent or unsubscribe in accordance with the instructions included in those communications or by contacting Vorellis.

Even if you unsubscribe from marketing communications, Vorellis may continue to send you administrative, transactional, legal or communications relating to an existing contractual relationship, where permitted or required by law.

17. Links to third-party sites or services

The Site may contain links to third-party websites, platforms, content, tools, policies or services, including payment providers, communication providers, cookie management tools, legal resources, demo platforms or technical services.

These links are provided for convenience only. Vorellis does not control these third parties and is not responsible for their content, practices, policies, security, availability, accuracy or compliance.

Access to a third-party website or service is at your own risk and may be subject to that third party’s terms and policies.

18. Availability, Security and Changes to the Site

Vorellis may modify, suspend, restrict or withdraw all or part of the Site at any time, without notice.

Vorellis does not guarantee that the Site will be available at all times, without interruption, without error, without vulnerabilities, without viruses, or compatible with all devices, browsers, systems or configurations.

You are responsible for your devices, software, internet connections, browsers, security settings and protective measures when accessing the Site.

19. Disclaimer of warranties

The Site and its Content are provided “as is” and “as available”, without any express or implied warranty, to the extent permitted by applicable laws.

Without limiting the foregoing, Vorellis does not warrant:

a) that the Site will meet your requirements;

b) that the Content is complete, accurate, up to date, reliable or free from error;

c) that the information on Agent AlexArc corresponds at all times to the current or future version of the application;

d) that any feature presented will be available, maintained or delivered;

e) that the Website will be available without interruption;

f) that the Site will be free from viruses, vulnerabilities or harmful elements;

g) that the Content may be used to make a specific legal, commercial, technical, regulatory or professional decision.

20. Limitation of Liability

To the extent permitted by applicable law, Vorellis, its directors, officers, employees, representatives, suppliers, partners or agents shall not be liable for any loss, damage, claim, cost or consequence arising from:

a) access to or use of the Website;

b) the inability to access or use the Website;

c) any error, omission, inaccuracy or delay in the Content;

d) the use or interpretation of the Content;

e) any commercial information, feature, price, module, package or future element presented on the Website;

f) any interruption, failure, vulnerability, incident, virus or technical problem;

g) a third-party website or service;

h) a decision made based on the Content without appropriate professional validation.

This limitation is not intended to exclude liability that cannot be excluded under applicable mandatory law.

21. Indemnification

You agree to indemnify and hold harmless Vorellis, its directors, officers, employees, representatives, suppliers, partners and agents from and against any claim, loss, liability, damage, cost or expense, including reasonable professional fees, arising from:

a) your improper use of the Website;

b) your breach of these Terms;

c) your breach of any applicable law;

d) your breach of a third party’s rights;

e) any information, request, document or content that you transmit to Vorellis via the Site.

22. Suspension, blocking or protective measures

Vorellis may, without notice, limit, block, suspend or restrict your access to the Site if it reasonably believes that your use:

a) breaches these Terms;

b) poses a security risk;

c) is abusive, fraudulent, automated, excessive or unauthorised;

d) may harm the Website, the Agent AlexArc app, Vorellis, its suppliers, its customers, its partners or third parties;

e) is required by law, a competent authority or a reasonable protective measure.

23. Amendments to the Terms

Vorellis may amend these Terms to reflect changes to the Site, Agent AlexArc, its practices, products, legal obligations, or protective measures.

Any amendment will be indicated by a new effective date, a new version or any other reasonable means.

The applicable version is that published on the Site at the time of your use, unless otherwise expressly agreed in writing.

24. Governing Law and Disputes

These Terms are governed by the laws applicable in the Province of Quebec and by the federal laws of Canada applicable therein, without regard to conflict of laws principles.

Subject to applicable mandatory laws, any dispute relating to the Site or these Terms shall be subject to the jurisdiction of the competent courts of the judicial district of Laval, or any other competent district in Quebec, as determined by Vorellis depending on the circumstances.

25. General Provisions

If any provision of these Terms is held to be invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect to the extent permitted by law.

Vorellis’s failure to exercise any right or remedy shall not constitute a waiver of that right or remedy.

These Terms do not create any partnership, mandate, joint venture, employment relationship, professional relationship, fiduciary relationship or agency relationship between you and Vorellis.

Section headings are included for convenience only and do not affect the interpretation of these Terms.

26. Contacting us

If you have any questions regarding these Terms, you may contact Vorellis:

Vorellis Inc.
2572 Daniel-Johnson Boulevard, 2nd floor
Laval, Quebec, H7T 2R3
Canada

Legal / Privacy email: legal@vorellis.com

General email: info@vorellis.com