Additional Terms of Use
These Supplemental Terms of Use supplement, clarify, and reinforce the General Terms and Conditions applicable to the services, software, platforms, interfaces, SaaS environments, access rights, media, deliverables, documentation, content, methods, analyses, recommendations, prompts, templates, workflows, reports, and services provided, operated, or made available by ICV Agency Ltd. They apply to any individual or legal entity accessing, directly or indirectly, all or part of ICV Agency Ltd’s services in a strictly professional context. They are not intended to replace the existing Terms and Conditions, but rather to supplement them on points requiring clarification or enhanced contractual protection.
Any reference to ICV, ICV Agency, Intangible Capital Value, ICV App, IP Plan, ProspectAIze, or any other commercial, technical, functional, or marketing designation used on a website, interface, medium, document, or in the context of a contractual agreement shall be interpreted, for legal and contractual purposes, as referring to the company ICV Agency Ltd, unless expressly stated otherwise in writing.
The Customer expressly acknowledges that the actual use of any service, access right, tool, SaaS environment, deliverable, interface, or feature provided by ICV Agency Ltd constitutes full acceptance of the applicable General Terms and Conditions as well as these Additional Terms of Use, unless such acceptance is expressly refused in writing prior to any use.
Unless otherwise agreed in writing, the contractual relationship between ICV Agency Ltd and the Client may be validly established by a request for activation, actual access, the use of a service, the receipt of a deliverable, the continued use of a tool, or the provision of a service by ICV Agency Ltd, without the need for a separate signed contract.
The services provided by ICV Agency Ltd are strictly professional services, including tools, structuring, guidance, management, operational support, methodology, and decision-making assistance. Unless otherwise expressly agreed in writing and signed by ICV Agency Ltd, these services do not constitute, under any circumstances, a guarantee of results, a guarantee of commercial performance, a guarantee of transaction completion, a guarantee of fundraising, a valuation guarantee, individual legal advice, a regulated accounting engagement, a statutory audit, or an official filing or administrative registration of intellectual property rights.
Any content, recommendation, note, summary, draft, message, sequence, projection, prompt, template, workflow, analytical framework, or result provided by ICV Agency Ltd, including those generated using automated tools or artificial intelligence, is provided for informational purposes only. The Client remains solely responsible for any final validation, any communication, transmission, campaign, data processing, and any legal, regulatory, financial, operational, or commercial decision made on this basis.
If it proves impossible to launch, activate, maintain, secure, provide, operate, or continue the services under normal conditions, and if this inability results, in whole or in part, from an act, omission, refusal, delay, lack of cooperation, failure to validate, incorrect configuration, an unsuitable technical environment, a constraint attributable to the Client, or a blockage originating from a third-party platform, ICV Agency Ltd may, at its sole discretion, suspend all or part of the services, impose an alternative method of performance, require compliance within a reasonable timeframe, or terminate the contract as of right.
When certain services, including the ICV App package, are provided under a white-label agreement, through integration by a partner, or with the involvement of a third party, the Customer acknowledges and agrees that the provision of all or part of the service may be subject to technical, contractual, documentation, security, or operational conditions specific to that third party.
All software, structures, interfaces, methods, architectures, taxonomies, scoring systems, models, prompts, libraries, workflows, sequences, qualification logic, analytical systems, reports, scope documents, methodological deliverables, designs, content, materials, and, more generally, any intellectual, technical, strategic, commercial, documentary, functional, or graphic element provided, operated, developed, configured, or used by ICV Agency Ltd in connection with the services shall remain its exclusive property or that of its licensors.
The following are deemed strictly confidential, without limitation: all methods, sequences, workflows, prompts, templates, scores, parameters, analyses, strategic decisions, recommendations, campaign structures, qualification systems, reports, scope documents, commercial terms, libraries, strategic content, methodological materials, technical elements, financial elements, documentary elements, and, more generally, any information communicated, transmitted, displayed, presented, provided, or made available by ICV Agency Ltd in connection with the contractual relationship.
In the event of a material breach of the obligations of confidentiality, non-disclosure, non-reuse, or protection of the interests of ICV Agency Ltd, ICV Agency Ltd may immediately suspend access, terminate the contract without notice, require the return, deletion, or destruction of the relevant materials, and claim, as a minimum lump-sum penalty, an amount equal to twelve (12) months of subscription fees.
ICV Agency Ltd may immediately suspend all or part of the services, block certain access rights, impose corrective measures, refuse certain transactions, or terminate the contract without notice if it reasonably believes that the Client’s conduct, practices, data, campaigns, integrations, communications, instructions, omissions, or uses by the Client expose ICV Agency Ltd to legal, regulatory, reputational, operational, security, financial, or commercial risks.
The Customer remains solely responsible for ensuring that its processing activities, data, campaigns, communications, and uses comply with the GDPR, the UK GDPR, the Data Protection Act 2018, and the applicable regulations within the European Union, the European Economic Area, the United Kingdom, and, where applicable, any other country from which the services are used.
The Customer acknowledges that any communication, notification, compliance request, correction request, warning, suspension notice, security information, or operational instruction may be validly transmitted by ICV Agency Ltd through any reasonably appropriate means used in the context of the contractual relationship, including email, an interface, a dashboard, a support ticket, a shared document, a secure link, or any other electronic channel.
The provisions regarding intellectual property, confidentiality, non-reuse, restrictions on use, penalties, protection of ICV Agency Ltd’s interests, evidence, liability, and the consequences of termination shall remain in effect after the expiration, suspension, or termination of the contract, for as long as necessary to protect the legitimate rights and interests of ICV Agency Ltd.
If any provision of these additional terms of use is deemed invalid, unenforceable, or ineffective, the remaining provisions shall remain in full force and effect. The affected provision shall be replaced, to the fullest extent permitted by law, with a valid provision that achieves a legal and economic effect as close as possible to that originally intended by ICV Agency Ltd.
These additional terms of use must be read and interpreted in accordance with the applicable general terms and conditions of ICV Agency Ltd. Their purpose is to strengthen, to the fullest extent permitted by applicable law, the contractual, operational, methodological, commercial, technical, and legal protection of ICV Agency Ltd.
For any official requests or contractual notifications: legal@dataize.agency
