Terms of Service.

Who we are and how these terms work

These Terms govern your access to and use of Vauzy (the “Service”). By creating an account, inviting users, or using the Service, you agree to these Terms on behalf of your organisation (“Customer”, “you”). Vauzy is designed for B2B use by organisations (teams and agencies).

The Service and licence

1. Purpose. Vauzy enables teams and agencies to store and share credentials (e.g., passwords, 2FA seeds/codes, API keys; and in future, credit cards and secure notes) with end-to-end encryption and a zero-knowledge architecture. Agency-client features allow cross-company sharing where the original provider retains control.
2. Licence. Limited, non-exclusive, non-transferable right to access and use the Service for your internal business purposes, subject to these Terms.
3. Restrictions. You will not:
   1. reverse engineer;
   2. disrupt the Service;
   3. use unlawfully or to infringe rights/malware;
   4. resell outside built-in sharing;
   5. bypass security/technical controls.
4. Beta features. Provided “as is,” may change or be withdrawn.
5. Ownership. We retain all rights in the Service/marks; you retain all rights in your content (see Section 5).
6. Feedback. You grant us a perpetual, worldwide, royalty-free licence to use suggestions.

Accounts, security, and acceptable use

1. Admin responsibility. You manage users/permissions and ensure compliance with these Terms.
2. Authentication. WebAuthn passkeys only (passwordless). Keep authenticators safe; without recovery we cannot unlock vaults.
3. Audit logging. All material actions are audit-logged with actor, time, and IP for security/compliance.
4. Acceptable use. No illegal content/activity. Avoid storing special-category/regulated data without lawful basis and safeguards.

Plans, fees, taxes, renewals

1. Plans & billing model. Subscription under Teams and Agency plans, billed per active seat; we may also offer fixed-term upfront plans (e.g., 12/24 months). Free trial at our discretion.
2. Fees & payment. Payable upfront for the term; processed via Stripe; non-refundable except as required by law.
3. Taxes. Fees exclude VAT and similar sales taxes. We add VAT where applicable; you pay any applicable non-UK sales/indirect taxes.
4. Auto-renewal. Auto-renews for the same term; your saved payment method is charged on the renewal date. You may disable auto-renewal any time before the renewal date. After renewal, the new term is committed.
5. Failed payments / non-payment. We may retry charges and suspend immediately on failure. If unpaid after 30 days, we may terminate and begin deletion per Vauzy Terms of Service, Section 8.4.

Legacy Lifetime Plans

1. Scope. “Lifetime” plans (if granted) entitle the named customer (and, if stated, a number of seats) to use the Service while Vauzy remains generally available (“service lifetime”). Non-transferable and tied to the original customer entity.
2. Features/limits. Covers features of the applicable tier at purchase. New add-ons/premium features may be excluded. Seat caps require paid seats beyond the cap.
3. Fair use/changes. Subject to fair use and technical/organisational limits (e.g., rate, storage, sharing). Non-material changes may occur.
4. Discontinuation. If the Service is discontinued for all customers, Lifetime ends; no refunds owed.

Your content and sharing

1. Ownership. You (or your client) own “Customer Content.” Our zero-knowledge design means we cannot see plaintext secrets.
2. Use. We process Customer Content solely to provide the Service and support, under your instructions (see Data Processing Addendum (DPA), Section 3).
3. Agency-client control. Clients retain control over credentials shared with agencies; revocation is possible. Ownership disputes are between you and your counterparty.

Security and availability

We use end-to-end encryption, passkeys-only auth, and full audit logging. See Vauzy Security Statement, Section 1 (Security by design) and Section 2 (Authentication and access) for details. Availability may be affected by maintenance/outages.

Data protection and privacy

Personal data processing is described in the Vauzy Privacy Policy. Where we act as processor, the Data Processing Addendum (DPA) applies (see DPA, Sections 1 and 3). Data hosted on AWS in the UK/EU by default; see DPA, Annex B for subprocessors.

Term, suspension, termination

1. Term. These Terms apply while you use the Service or hold an active subscription.
2. Suspension. For material breach, security risk, or non-payment (after notice of the issue).
3. Termination. Either party may terminate for material breach unresolved after 15 days’ notice. If we discontinue the Service entirely, we’ll give reasonable notice and a pro-rata refund for prepaid, unused time.
4. Data on exit. You have 30 days post-termination/downgrade to export data (subject to your encryption). After that, we delete from live systems and purge backups on their normal cycle.

Warranties, disclaimers, limitation

1. Warranties. Reasonable skill and care.
2. Disclaimers. Service is provided “as is/as available” without implied warranties.
3. Limitation. No indirect/special/consequential damages. Aggregate liability per 12-month period is capped at fees paid/payable for that period (or £100 if on free/trial). Nothing limits liability that cannot lawfully be limited.

Indemnity

You will defend/indemnify us for third-party claims arising from unlawful use or infringing content you store/share.

Export, sanctions, legal requests

You will not use the Service in breach of export/sanctions laws. Where permitted, we’ll notify you of government requests. Due to encryption, we can only provide encrypted vault data.

General

1. Law/jurisdiction. England & Wales law; exclusive jurisdiction of the courts of England.
2. Assignment. You may not assign except to a successor; we may assign to an affiliate or successor.
3. Notices. We may notify via email, in-app, or website. Legal notices to us: legal@vauzy.com and by post to our registered office above.
4. Force majeure. No liability for events beyond reasonable control (excluding payment).
5. Severability/waiver. If a clause is unenforceable, the rest remains. No waiver unless in writing.
6. Entire agreement. These Terms, Vauzy Privacy Policy, Vauzy Security Statement, DPA, and your order form constitute the entire agreement.