Website Terms of Use

Effective Date: May 21, 2026

These Website Terms of Use (these "Terms") govern your access to and use of the website located at www.transpara.com and its subdomains (collectively, the "Site"). The Site is operated by Transpara LLC and Transpara International LLC (together, "Transpara", "we," "us," or "our"), both Arizona limited liability companies with offices at 15900 N 78th Street, Suite 100, Scottsdale, AZ 85260, USA. By accessing or using the Site, you agree to be bound by these Terms and by our Privacy Policy, which is incorporated into these Terms by reference. If you do not agree with these Terms, please do not use the Site.

Important — separate terms apply to the Transpara Software. If you download, install, or use any Transpara software product (including Visual KPI or the Transpara Platform), your use of that software is governed by the Transpara Master Software License Agreement and applicable Product Schedules, the AI Addendum (where applicable), the Data Processing Addendum, the Acceptable Use Policy, and an Order Form. Those documents control over these Terms with respect to any download or use of Transpara software. See https://www.transpara.com/legal for the current versions.

These Terms consolidate and supersede our prior Website Terms of Use and Copyrights pages, both dated June 2021.

1. Changes

We may update these Terms from time to time. The current version is posted at this URL with the Effective Date shown above. Material changes will be communicated by a notice on the Site or by email where we have your email address. Your continued use of the Site after a change takes effect constitutes acceptance of the updated Terms, where permitted by law.

2. Eligibility and International Users

The Site is intended for business users. You must be at least sixteen (16) years old to use the Site. The Site is operated from the United States. We make no representation that the Site or its content is appropriate or available for use in any particular country. Users who access the Site from outside the United States do so on their own initiative and are responsible for compliance with applicable local laws. Access to the Site from any jurisdiction where its content is illegal is prohibited.

3. License to Use the Site

3.1 Limited License.

Subject to your compliance with these Terms, Transpara grants you a limited, non-exclusive, non-transferable, revocable license to access and display the Site and the materials on it (the "Site Content") solely for lawful, personal or internal-business informational purposes.

3.2 Permitted Use.

You may view and download Site Content for your personal reference or internal evaluation, provided that you do not modify it, you retain all copyright and other proprietary notices, and you do not use it for any commercial purpose other than evaluating Transpara's products and services or doing business with Transpara.

3.3 Prohibited Use.

Without limiting Section 6, you will not, and will not permit any third party to:

• reproduce, distribute, publicly display, publicly perform, modify, create derivative works of, or otherwise commercially exploit the Site or Site Content, except as expressly permitted by these Terms or with Transpara's prior written consent;
• use any robot, scraper, crawler, spider, or other automated means to access, monitor, or copy any part of the Site, except for search-engine indexing in accordance with the Site's robots.txt file;
• attempt to gain unauthorized access to any portion of the Site or any system or network connected to it;
• interfere with or disrupt the Site, any servers or networks connected to it, or any policies, requirements, or regulations of such networks;
• use the Site to transmit any virus, worm, Trojan horse, malicious code, or other material that is harmful or destructive;
• frame, mirror, or in-line link to the Site or any part of it without Transpara's prior written consent (except for ordinary HTML links to the Site's home page or other publicly-linked pages); or
• use the Site in any way that violates any applicable law, regulation, third-party right, or these Terms.

4. Intellectual Property

4.1 Site Content Ownership.

The Site and all Site Content are protected by copyright, trademark, trade-secret, and other intellectual-property laws of the United States and other countries. As between the parties, Transpara and its licensors own all right, title, and interest in and to the Site and Site Content, including all intellectual-property rights therein, except for User Content (defined in Section 5) and Site Content provided by third parties under their own rights notices. © 2005–2026 Transpara LLC. All rights reserved.

4.2 Trademarks.

TRANSPARA® is a federally registered trademark of Transpara LLC (U.S. Reg. No. 5,906,201). Visual KPI™, Transpara Platform™, tModel™, tStore™, tView™, tStudio™, and other Transpara product names, logos, slogans, and trade dress are trademarks of Transpara LLC, whether or not specifically marked with ® or ™ on a given page of the Site. Other company and product names mentioned on the Site are the property of their respective owners. You are not authorized to use any Transpara trademark except in factual, accurate references consistent with applicable nominative-fair-use doctrine; you may not use any Transpara trademark in a way that suggests endorsement, sponsorship, or affiliation without Transpara's prior written consent.

4.3 Copyright Notices for Downloaded Software.

Where you download Transpara software components from the Site, you must retain and abide by all copyright, trademark, patent, and other intellectual-property notices contained in the software or, if none, you must abide by the notice in Section 4.1. Use of downloaded software is governed by the applicable Master Software License Agreement and Product Schedule, not by these Terms.

4.4 Reservation of Rights.

All rights not expressly granted in these Terms are reserved by Transpara and its licensors. No license or other right is granted by implication, estoppel, or otherwise.

5. User Content

5.1 Definition.

"User Content" means any material — including text, comments, ideas, suggestions, images, videos, or other content — that you submit, post, or otherwise transmit through the Site (for example, through a contact form, a community comment, a testimonial, or a feedback channel).

5.2 License to Transpara.

By submitting User Content through the Site, you grant Transpara a non-exclusive, royalty-free, worldwide, perpetual, irrevocable, sublicensable, transferable license to use, reproduce, modify, distribute, display, perform, adapt, and create derivative works of the User Content, in any form, media, or technology, for any purpose, in each case to the extent permitted by applicable law. Where applicable, you waive any moral rights in the User Content to the extent permitted by law. Transpara is not obligated to use any User Content and may remove or refuse to publish any User Content at any time.

5.3 Your Responsibility.

You are solely responsible for your User Content. You represent and warrant that (a) you own or have the necessary rights to grant the license in Section 5.2, (b) the User Content does not infringe or violate any third-party right (including intellectual-property, privacy, or publicity rights), and (c) the User Content is not unlawful, false, defamatory, harassing, obscene, fraudulent, or otherwise objectionable. Confidential information that you submit voluntarily as User Content is not treated as confidential by Transpara; for confidential disclosures (for example, in connection with a sales discussion), use a written non-disclosure agreement signed by Transpara.

6. Prohibited Conduct

You will not, and will not permit any third party to, take any of the actions in Section 3.3 or otherwise:

• post or transmit any User Content that is unlawful, fraudulent, defamatory, libelous, threatening, harassing, hateful, obscene, sexually explicit, invasive of another's privacy, or otherwise objectionable;
• impersonate any person or entity, or misrepresent your affiliation with any person or entity;
• use the Site to solicit other users, conduct surveys, run contests, or transmit chain letters or pyramid schemes;
• collect or store personal information about other users of the Site without their consent;
• violate any applicable law, regulation, or third-party right; or
• encourage or assist any third party in any of the foregoing.

7. Copyright Infringement Claims (DMCA)

We respect intellectual-property rights and respond to clear notices of alleged copyright infringement as required by the U.S. Digital Millennium Copyright Act (17 U.S.C. §512). If you believe that material accessible on the Site infringes your copyright, you may submit a written notice that includes the following:

• a physical or electronic signature of the person authorized to act on behalf of the copyright owner;
• identification of the copyrighted work claimed to have been infringed;
• identification of the material that is claimed to be infringing or to be the subject of infringing activity, with information reasonably sufficient to permit us to locate the material on the Site;
• information reasonably sufficient to permit us to contact you (address, telephone number, and email);
• a statement that you have a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
• a statement that the information in the notice is accurate and, under penalty of perjury, that you are the owner of an exclusive right that is allegedly infringed or are authorized to act on the owner's behalf.

Send your written notice to our designated copyright agent at legal@transpara.com with subject line "DMCA Notice," or by mail to: Transpara LLC, Attention: Copyright Agent, 15900 N 78th Street, Suite 100, Scottsdale, AZ 85260, USA. Knowingly submitting a materially false notice may subject you to liability under 17 U.S.C. §512(f). Counter-notification procedure under 17 U.S.C. §512(g) is available; contact the same address with subject line "DMCA Counter-Notice" and follow the statutory requirements.

8. Privacy

Your use of the Site is also subject to our Privacy Policy, available at https://www.transpara.com/privacy-policy. By using the Site, you acknowledge that you have read the Privacy Policy.

9. Third-Party Links

The Site may contain links to third-party websites, products, or services that are not operated by Transpara. We provide these links as a convenience; we do not endorse, sponsor, or accept responsibility for third-party sites, content, or services. Your use of any third-party site is at your own risk and subject to the third party's terms and policies.

10. Disclaimers

THE SITE AND SITE CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND. TRANSPARA, ITS AFFILIATES, AND ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY DEFECT WILL BE CORRECTED. NO INFORMATION ON THE SITE CONSTITUTES PROFESSIONAL ADVICE OR A WARRANTY THAT ANY TRANSPARA PRODUCT WILL MEET YOUR REQUIREMENTS OR PRODUCE ANY PARTICULAR RESULT. WITHOUT LIMITING THE FOREGOING, AI-GENERATED OR AI-PROCESSED CONTENT ON THE SITE (IF ANY) IS PROBABILISTIC AND MAY BE INACCURATE.

11. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TRANSPARA WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR USE OF THE SITE OR SITE CONTENT, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY. TRANSPARA'S TOTAL CUMULATIVE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THE SITE OR THESE TERMS WILL NOT EXCEED USD 100. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES; IF YOU ARE LOCATED IN SUCH A JURISDICTION, THE FOREGOING LIMITATION APPLIES ONLY TO THE EXTENT PERMITTED BY LAW. THIS SECTION 11 DOES NOT LIMIT TRANSPARA'S LIABILITY UNDER A SEPARATE LICENSING OR SERVICES AGREEMENT WITH YOU (INCLUDING THE MSA), WHICH IS GOVERNED BY THAT AGREEMENT'S OWN LIMITATIONS.

12. Indemnification

You will defend, indemnify, and hold harmless Transpara, its affiliates, and their respective officers, directors, employees, and agents from and against any third-party claim, demand, loss, damage, or cost (including reasonable attorneys' fees) arising out of or relating to (a) your use of the Site in violation of these Terms or applicable law, (b) your User Content, or (c) your use of any data-gathering or data-extraction tool (including robots, scrapers, or crawlers) in violation of these Terms.

13. Export Controls

You may not use or export any Site Content or Transpara software in violation of U.S. export-control laws or the export-control laws of any other jurisdiction. By using the Site, you represent that you are not located in any country, and you are not on any restricted-party list maintained by the U.S. Department of the Treasury (OFAC), the U.S. Department of Commerce, the U.S. Department of State, the United Nations, the European Union, or the United Kingdom, that would prohibit you from using the Site under applicable law.

14. Governing Law and Disputes

14.1 Governing Law.

These Terms are governed by the laws of the State of Arizona, U.S.A., without regard to conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

14.2 Informal Resolution.

Before bringing a formal proceeding, you and Transpara each agree to first attempt to resolve any claim arising out of these Terms through good-faith informal negotiation for not less than thirty (30) days after one party notifies the other of the claim in writing. Notice to Transpara should be sent to legal@transpara.com (with subject line "Notice of Dispute") or by mail to Transpara LLC, 15900 N 78th Street, Suite 100, Scottsdale, AZ 85260, USA. Notice to you will be sent to the contact information you have provided. This informal-resolution requirement does not apply to claims for injunctive or equitable relief or for violation of intellectual-property rights.

14.3 Forum.

Subject to Section 14.2, any claim arising out of or relating to these Terms or your use of the Site will be brought exclusively in the state or federal courts located in Maricopa County, Arizona, U.S.A. You consent to the personal jurisdiction of those courts. Either party may file a claim in small-claims court for matters within that court's jurisdictional limits.

15. Contact

Transpara LLC / Transpara International LLC

15900 N 78th Street, Suite 100
Scottsdale, AZ 85260, USA

Email: legal@transpara.com

Phone: +1-925-218-6983