1. Purpose and Scope
These Marketplace Terms (“Terms”) govern Customer purchases of Supaflow Products, including eligible Professional Services, through authorized third-party marketplaces approved by Supaflow. These platforms include Snowflake Marketplace, Google Cloud Platform Marketplace, Microsoft Azure Marketplace, and Amazon Web Services Marketplace (each, an “Authorized Marketplace Provider”). These Terms supplement the Master Subscription Agreement or any other relevant contract governing the Customer’s use of Supaflow Products and Professional Services (the “Agreement”). The Agreement is between Supaflow LLC (“Supaflow”) and the Customer. Any terms not defined here will be interpreted according to the Agreement or, if absent, from the Master Subscription Agreement available at https://www.supa-flow.io/legal
2. Marketplace Transactions
The Customer agrees to purchase Supaflow Products, including any applicable Professional Services, from an Authorized Marketplace Provider, who will bill the Customer directly. Overage charges may be billed either through the marketplace or directly by Supaflow, depending on the situation. Authorized Marketplace Providers act only as billing and collection agents; any additional or conflicting marketplace terms from these providers do not bind Supaflow. There is no need for a separate Order Form; accepting the marketplace transaction creates a binding agreement. Future transactions are managed by the Supaflow Account Executive.
3. Service Terms and Discounts
Customers’ use of Supaflow Products and any eligible Professional Services bought through an Authorized Marketplace is subject to the marketplace’s pricing, which is incorporated into the Agreement. If applicable, the Customer’s Monthly Spend might qualify for a promotional discount available via the marketplace or a Supaflow representative. However, these discounts are not assured.
4. Purchase Orders and Tax Responsibilities
Purchase Orders are generally unnecessary for marketplace transactions. If a purchase order is required, the Customer should contact its representative. All prices on the marketplace, including those for eligible Professional Services, exclude taxes. Taxes will be calculated and added during invoicing. Customers claiming tax exemption must provide valid exemption documentation. Without it, taxes will be charged, and any disputes must be addressed directly with tax authorities.
5. Effective Date and Updates to these Terms
These Terms become effective immediately upon the Customer's purchase or use of Supaflow Products through an Authorized Marketplace Provider. Supaflow may periodically update these Terms. Such updates will take effect for the Customer upon renewing an existing subscription or starting a new transaction through an Authorized Marketplace Provider after the updates are made. In some cases, such as to ensure legal compliance or to add new features, Supaflow may specify that updates take effect during the current subscription term. Supaflow may notify Customers of updates via their account, email, in-product alerts, or by posting the revised Terms on its website, and will provide a copy upon written request.
6. Miscellaneous
Unless stated otherwise in these Terms, the Agreement's terms—including disclaimers, liability limits, and governing law—will govern the Customer’s purchase and use of Supaflow Products via an Authorized Marketplace Provider, including any eligible Professional Services.