Terms & Conditions

Last updated on [May 21, 2026].Vault Support Co.

Definitions

In these Terms & Conditions, the following terms are used and they have the mentioned meaning:

  • Company: Vault Support Co., also referred to as “we”, “us”, or “our”.

  • Business: A party acting in the capacity of a commercial business, trade, or profession.

  • Consumer: A party acting for personal, family, or household purposes and not for a business or profession.

  • Service: All activities, in every form possible, that the Company performs for or provides to the Party.

  • Remote Services: An Agreement for Services to be performed for the Party by the Company where the Agreement is made exclusively via electronic or distance communication and the service is performed remotely.

  • Fee: The financial compensation for the services agreed upon in the Agreement between the Party and the Company.

  • Distance Sale: An Agreement for goods or services to be supplied to the Party by the Company where the Agreement is made exclusively by means of distance communication.

  • Assignment: The agreed-upon services between the Party and the Company.

  • Agreement: Every contract, scope of work, or agreement signed or digitally accepted by the Party and the Company.

  • Product: All deliverables, digital goods, or materials mentioned in the Agreement between the Party and the Company.

  • Party: The person or entity that agreed to these Terms & Conditions and purchased the product to be supplied and/or the services to be performed. A Party can be a Business as well as a Consumer; also referred to as "you" or "your".

Scope

  • These Terms & Conditions are applicable to every offer, estimate, and Agreement between the Party and the Company.

  • These Terms & Conditions are also applicable to every Agreement with the Party if a third party or independent contractor is involved in the performance of the services.

  • Any terms and conditions provided by the Party are explicitly rejected and are not applicable to the Agreements between the Party and the Company unless expressly accepted by the Company in writing.

  • If one or more provisions mentioned in these Terms & Conditions are found to be null, void, or unenforceable under applicable law, the remaining provisions will still stand in full force and effect.

  • Any deviation from the Agreement and these Terms & Conditions is only applicable if made in writing and mutually agreed upon by both parties.

Offers and Proposals

  • Offers, estimates, and proposals will be made in writing and/or electronically.

  • Every offer sent by the Company is non-binding unless a specific acceptance timeframe is mentioned. When a timeframe is mentioned, the offer will automatically expire after that term.

  • The Company cannot be held liable or bound to an offer if the Party knew, or reasonably should have known, that the offer contained a clerical error, mistake, or typo.

  • If the final Agreement deviates from the initial offer, the Company is not obligated to uphold the original offer.

  • Past offers and pricing do not apply to future offers or subsequent Agreements.

Agreement

  • The Agreement will be established upon the written or electronic acceptance by the Party of the Company’s offer, proposal, or invoice.

Termination of Agreement

  • The Company and the Party can terminate the Agreement at any time by mutual written agreement.

  • Unless otherwise specified in a separate service contract, either party may terminate the Agreement by providing thirty (30) days advance written notice to the other party.

Adjustments to the Agreement

  • If, during the performance of the Agreement, it becomes clear that adjustments to the scope of work are necessary, the Company will notify the Party as soon as possible. Both parties will consult each other to finalize the adjustments.

  • When both parties agree to scope adjustments, the delivery dates or milestones of the service may be affected. The Company will notify the Party of any delays as soon as possible.

  • When adjustments to the Agreement have financial, quantitative, or qualitative consequences, the Company will inform the Party before the adjustments are implemented.

  • If a fixed fee was originally agreed upon, the Company will provide a new fixed price or change order for approval before performing the modified work.

  • The Company will not invoice for extra costs if the adjustments are required solely to correct a mistake made by the Company.

  • Adjustments to the Agreement are valid and binding only when executed in writing or electronically confirmed by both parties.

Performance of Agreement

  • The Company will perform the services mentioned in the Agreement in a professional manner, according to standard industry practices, and to the best of its knowledge and ability.

  • The Company reserves the right to outsource components of the services to qualified third-party contractors or freelancers.

  • The Company has the right to carry out the Agreement in phases or milestones.

  • When the Agreement is carried out in phases, the Company has the right to invoice for each completed phase. If an invoice is not paid by the Party, the Company reserves the right to pause work and suspend subsequent phases until payment is received.

  • The Company has the right to request written or electronic approval from the Party before starting a new phase.

  • The Party must provide all necessary data, logins, instructions, and materials to the Company in a timely manner.

  • If the required information is not provided on time, the Company has the right to suspend performance. Any additional expenses or costs incurred due to the delay will be invoiced to the Party.

  • If the Party completely stops communicating with the Company for a period of two (2) weeks or more without prior notice, the Company has the right to suspend or terminate the Agreement, provided the Company has attempted to contact the Party multiple times. If the Agreement is terminated for abandonment, the Company is not required to refund any amounts already paid, and all unbilled work completed up to that point will be invoiced to the Party.

Prices, Fees, and Taxes

  • All prices and fees are subject to applicable state and local sales taxes, use taxes, or duties, which will be calculated and added to the invoice where required by law.

  • Prices and fees exclude travel, administration, and shipping/delivery costs unless expressly stated otherwise in the Agreement.

Adjustments to Prices and Fees

  • Prices and fees for recurring or future services are subject to change upon notice.

  • The Company will inform the Party of any rate modifications as soon as possible.

  • The Company shall not be liable to the Party or to any third party for any price modifications, suspension, or discontinuance of the services.

Remote Products and Services (Consumer Rights)

Note: This provision applies solely to Parties purchasing as individual Consumers.

  • Physical or downloadable products will be delivered within thirty (30) days of purchase unless a different shipping or delivery frame is stated.

  • To the extent required by state federal consumer protection laws, Consumers may have a right to cancel or withdraw from certain online distance contracts within a designated window (typically up to 14 days, depending on the jurisdiction).

  • If a return is permitted for a physical item, the Consumer must return the product within fourteen (14) days of cancellation notice, in its original packaging and unaltered condition, at the Consumer’s expense.

  • The right of cancellation or refund does not apply once digital services have been fully rendered with the Consumer’s prior consent.

  • Refunds will be processed within fourteen (14) days of receiving the returned product or cancellation approval.

  • The right to cancellation/refund is not applicable to:

    • Services fully rendered prior to the expiration of the cancellation window.

    • Products or digital deliverables that by their nature cannot be returned.

    • Customized, personalized, or bespoke goods and services.

Delivery and Risk of Loss

  • Upon delivery of a physical or digital product to the Party (including via email or download link), the risk of loss, damage, or unauthorized use transfers entirely to the Party.

Terms of Delivery and Service

  • All services and products will be delivered within the estimated timeframe provided by the Company.

  • Estimated timelines and delivery windows commence only after the Company has received all information, project assets, and instructions necessary to begin performance.

Payment Terms

  • Payment shall be made via bank wire, ACH transfer, credit card, or other payment methods specified by the Company on the invoice or Agreement.

  • Depending on the terms of the specific Agreement, payments may be required upfront, monthly, or upon service milestones.

  • Monthly payments and milestones are due within fourteen (14) days of the invoice date.

  • The Party has no right to withhold, offset, or deduct any amounts from payments due under any circumstances.

  • The Company reserves the right to issue advance invoices for future services or recurring retainer fees.

  • Any billing disputes or objections to an invoice amount must be submitted in writing within seven (7) days of receipt, but a dispute will not excuse or suspend the Party's obligation to pay the undisputed portion of the invoice.

  • Invoices unpaid after fourteen (14) days from the due date will accrue late interest at a rate of 2% per month (or the maximum rate permitted by law, whichever is lower) calculated daily from the original due date until paid in full.

Collection Costs

  • If the Party fails to pay an invoice within the required timeframe, the Party agrees to pay all collection costs, collection agency fees, legal fees, and court costs incurred by the Company in pursuing the recovery of past-due balances.

Termination for Breach

  • If, in the Company’s sole discretion, the Party fails, or the Company reasonably suspects the Party has failed, to comply with any provision of these Terms & Conditions, the Company may terminate this Agreement immediately without notice.

  • Upon termination for breach, the Party remains fully liable for all financial balances and amounts due up to and including the date of termination, and the Company may immediately revoke the Party's access to services, accounts, or software.

Limitation of Liability

  • IN NO EVENT SHALL VAULT SUPPORT CO., OUR DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, INTERNS, SUPPLIERS, SERVICE PROVIDERS, OR LICENSORS BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND.

  • THIS INCLUDES, WITHOUT LIMITATION, LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR ANY SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, ARISING FROM YOUR USE OF ANY OF THE SERVICES OR ANY PRODUCTS PROCURED USING THE SERVICE, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SERVICE OR ANY PRODUCT.

  • BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

  • The Party must notify the Company in writing of any alleged damages or claims within ten (10) days of discovery.

  • In the event of an alleged error or damage, the Party is legally obligated to take all reasonable actions to mitigate and minimize the damages.

Indemnification & Hold Harmless

  • The Party agrees to indemnify, defend, and hold harmless Vault Support Co. and our parents, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns, and employees, from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of damages directly attributable to the Party.

  • The Party further agrees to indemnify, defend, and hold harmless the Company and its affiliates from any third-party claims or demands, including reasonable attorneys' fees, arising out of your breach of these Terms & Conditions, the documents they incorporate by reference, or your violation of any federal, state, or local law, or the rights of a third party.

Statute of Limitations

  • Notwithstanding any applicable statutory limitations, any cause of action or claim the Party may have arising out of or relating to this Agreement or the services must be commenced within one (1) year after the cause of action accrues, or it is permanently barred.

Intellectual Property

  • The Company retains all ownership, titles, copyrights, and intellectual property rights in and to all methodologies, materials, templates, codes, workflows, and digital products created or utilized during the performance of the Agreement under US copyright and intellectual property laws.

  • The Company retains the right to utilize the generalized knowledge, experience, and skills acquired during the performance of the Service for other business purposes, provided that no confidential information belonging to the Party is disclosed to third parties.

Confidentiality

  • Both the Company and the Party agree to maintain strict confidentiality regarding all proprietary business insights, operational workflows, personal data, trade secrets, and non-public information disclosed during or after the duration of the Agreement.

Privacy, Data Protection, and Cookies

  • All data and personal information provided by the Party to the Company will be managed securely and confidentially.

  • The Company will only process and utilize the personal information of the Party to fulfill the Services agreed upon.

  • By visiting our website, the Company may gather analytical and functional usage data through cookies to optimize user experience.

  • The Company will not sell, rent, or distribute the personal information of the Party to third parties for marketing purposes.

  • The Company reserves the right to disclose personal information if required to do so by a valid legal subpoena, court order, or federal/state regulation. In such instances, the Party cannot hold the Company liable for breach of privacy, nor can it serve as grounds to terminate the Agreement.

Marketing Communications & Newsletters

  • The Party may opt-in or subscribe to our company newsletter.

  • Newsletters and operational updates are delivered via email.

  • The Party can unsubscribe from promotional communications at any time by clicking the "unsubscribe" hyperlink at the bottom of the email or by sending a direct request to the Company.

Modifications to Terms & Conditions

  • The Company reserves the right to update, change, or replace any part of these Terms & Conditions at its sole discretion.

  • Material updates will apply to existing agreements and active clients upon notice.

  • The Company will inform the Party of these updates via email.

  • Modifications to the Terms & Conditions shall become effective thirty (30) days after notification is sent.

  • If the Party does not agree to the revised Terms & Conditions, the Party has the right to terminate the current Agreement by providing written notice before the 30-day window expires.

Governing Law and Jurisdiction

  • These Terms & Conditions and any separate agreements whereby we provide you Services shall be governed by, and construed in accordance with, the laws of the state of California, without regard to its conflict of law principles.

  • Any legal action, suit, or proceeding arising out of or relating to this Agreement shall be instituted exclusively in the federal or state courts located in Santa Clara County, California.

  • The United Nations Convention on Contracts for the International Sale of Goods is explicitly excluded from application to this Agreement.