Terms of Service

1. Acceptance of terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you", "your", or "Customer") and Vaulto (or the entity identified in your jurisdiction as the provider of the Service) ("we", "us", or "Vaulto") governing your access to and use of the Vaulto website, application, APIs, documentation, and related services (collectively, the "Service").

By creating an account, accessing, or using the Service in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms. If you do not agree to these Terms, you must not access or use the Service.

2. Description of the service

Vaulto provides encryption, vault management, access control, audit logging, and related data protection and security services. The Service may include web and mobile interfaces, APIs, SDKs, documentation, and optional integrations with third-party products. Specific features, limits, and availability depend on your plan and region.

We reserve the right to modify, update, suspend, or discontinue the Service or any part of it at any time, with or without notice. We will use reasonable efforts to provide advance notice of material changes where practicable. We are not liable to you or any third party for any modification, suspension, or discontinuation of the Service. Continued use of the Service after changes constitutes acceptance of the revised Terms or Service.

3. Account registration and eligibility

To use certain features of the Service, you must register for an account and provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorized use or breach of security.

You must be at least 18 years of age (or the age of majority in your jurisdiction) and have the legal capacity to enter into these Terms. The Service is not intended for use by individuals in jurisdictions where offering or use would be prohibited. You represent that you are not located in a country that is subject to a government embargo or that has been designated as supporting terrorism or other activities that would violate applicable export or sanctions laws.

4. Your responsibilities and acceptable use

You are responsible for: (a) the security of your account and credentials; (b) the data you upload, store, or process through the Service and for ensuring that you have the right to do so; (c) compliance with all applicable laws, regulations, and third-party rights in your use of the Service; and (d) the actions of any person or system that accesses the Service using your credentials.

You agree not to use the Service to: (a) violate any applicable law or regulation; (b) infringe the intellectual property, privacy, or other rights of any third party; (c) distribute malware, viruses, or other harmful code; (d) attempt to gain unauthorized access to the Service, our systems, or the systems of other users; (e) interfere with or disrupt the integrity or performance of the Service or the data contained therein; (f) use the Service for any illegal, fraudulent, or abusive purpose; or (g) resell, sublicense, or provide the Service to third parties in a manner that circumvents your plan limits or these Terms, unless expressly permitted by your agreement with us.

We may suspend or terminate your access to the Service immediately, without prior notice or liability, if we reasonably believe you have violated these Terms or pose a risk to the Service or other users. We may also remove or disable content that we determine violates these Terms or applicable law.

5. Payment, billing, and subscription terms

Certain parts of the Service are provided for a fee. You agree to pay all fees associated with your selected plan in accordance with the pricing and billing terms presented at signup or in your account. Fees may be charged in advance on a monthly or annual basis. All fees are non-refundable except as required by law or as explicitly stated in our refund policy (e.g. for annual plans, we may offer a pro-rata refund within a specified period).

You must provide accurate and complete billing and payment information. By providing payment details, you authorize us to charge the applicable fees to your payment method. If payment fails, we may suspend your access to paid features after a grace period and will attempt to notify you. You are responsible for any taxes (other than our income taxes) applicable to your use of the Service; we may collect applicable sales, VAT, or GST where we are required to do so.

You may cancel your subscription at any time through your account settings or by contacting us. Cancellation will take effect at the end of the current billing period. Until then, you retain access to paid features. We may change our fees with reasonable notice; continued use after the change constitutes acceptance. Price changes for renewals will be communicated in advance.

6. Intellectual property and ownership

The Service, including but not limited to the software, design, text, graphics, logos, and documentation, is owned by Vaulto or our licensors and is protected by copyright, trademark, and other intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service in accordance with these Terms and your plan. You do not acquire any ownership rights in the Service or our intellectual property.

You retain all rights in the data and content you submit to the Service ("Customer Data"). You grant us only the rights necessary to provide, operate, and improve the Service (e.g. to store, transmit, and display your data as you configure it). We do not use your Customer Data for training models or for purposes unrelated to providing the Service, as further described in our Privacy Policy.

If you provide us with feedback, suggestions, or ideas regarding the Service, you grant us a perpetual, royalty-free, worldwide license to use and incorporate such feedback without any obligation to you.

7. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential ("Confidential Information"). Confidential Information includes, without limitation, your Customer Data, our pricing and roadmaps, and technical and business information. Neither party will use the other's Confidential Information except as necessary to perform under these Terms or as otherwise permitted in writing. Each party will use at least reasonable care to protect the other's Confidential Information. These obligations survive termination of these Terms.

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully known to the receiving party without restriction before disclosure; (c) is independently developed without use of the disclosing party's Confidential Information; or (d) is rightfully received from a third party without restriction and without breach of confidentiality obligations.

8. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF ANY CONTENT OR THIRD-PARTY INTEGRATIONS.

YOU USE THE SERVICE AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR BACKING UP YOUR DATA AND FOR ENSURING THAT YOUR USE OF THE SERVICE COMPLIES WITH APPLICABLE LAWS AND THE RIGHTS OF THIRD PARTIES.

9. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VAULTO, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, USE, OR GOODWILL) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (USD $100). THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES; IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

10. Indemnification

You agree to indemnify, defend, and hold harmless Vaulto and its affiliates, officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Service; (b) your violation of these Terms or any applicable law; (c) your Customer Data or any content you submit to the Service; (d) your violation of any third-party right; or (e) any dispute between you and a third party relating to the Service. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, at your expense, and you agree to cooperate with our defense.

11. Dispute resolution and governing law

These Terms and any dispute or claim arising out of or related to them or the Service shall be governed by and construed in accordance with the laws of the jurisdiction specified in your agreement or, if none is specified, the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

Any dispute, controversy, or claim arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation. If the dispute cannot be resolved within thirty (30) days, either party may elect to resolve the dispute by binding arbitration administered in accordance with the rules of an agreed arbitration body, and judgment on the award may be entered in any court having jurisdiction. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened misappropriation of intellectual property or breach of confidentiality. You waive any right to participate in a class action or representative proceeding.

12. General provisions

Entire agreement: These Terms, together with our Privacy Policy, Cookie Policy, and any order form or plan-specific terms you accept, constitute the entire agreement between you and Vaulto regarding the Service and supersede any prior agreements or understandings.

Severability: If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

Waiver: Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

Assignment: You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms or our rights and obligations hereunder in connection with a merger, acquisition, or sale of assets.

Termination: We may terminate or suspend your access to the Service at any time for cause (including breach of these Terms) or for convenience with reasonable notice where required by your plan. Upon termination, your right to use the Service ceases immediately. We may retain your data for a limited period as described in our Privacy Policy and data retention practices; thereafter we will delete or anonymize it in accordance with our policies.