Introduction:
This Vallum Cloud Service Agreement ("Agreement") governs the use of the cloud services ("Cloud Service" or "Service") provided by Vallum Security ("Provider", "Vallum", "we", "us") to the customer paying an invoice referencing this Agreement or otherwise accessing the Service ("Customer", "you").
By paying an invoice that references this Agreement, or by accessing or using the Cloud Service, you agree to be bound by these terms. The specific details of your subscription, including the description of the Cloud Service, applicable fees, subscription period, and any usage limits, are set forth on the invoice provided to you by Vallum (the "Invoice"). This Agreement, together with the details on the Invoice, constitutes the entire agreement between you and Vallum regarding the Service.
If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these terms and conditions, in which case the terms "Customer" or "you" shall refer to such entity.
Standard Terms:
The following standard terms apply to your use of the Cloud Service:
1. Service
1.1 Access and Use. During the Subscription Period specified on the Invoice and subject to the terms of this Agreement, Customer may (a) access and use the Cloud Service; and (b) copy and use any included Software and Documentation only as needed to access and use the Cloud Service, in each case, for its internal business purposes.
1.2 Support. During the Subscription Period, Provider will provide technical support consistent with its standard support practices, unless otherwise specified on the Invoice.
1.3 User Accounts. Customer is responsible for all actions on Users’ accounts and for all Users’ compliance with this Agreement. Customer and Users must protect the confidentiality of their passwords and login credentials. Customer will promptly notify Provider if it suspects or knows of any fraudulent activity with its accounts, passwords, or credentials, or if they become compromised.
1.4 Feedback and Usage Data. Customer may, but is not required to, give Provider Feedback, in which case Customer gives Feedback “AS IS”. Provider may use all Feedback freely without any restriction or obligation. In addition, Provider may collect and analyze Usage Data, and Provider may freely use Usage Data to maintain, improve, enhance, and promote Provider’s products and services without restriction or obligation. However, Provider may only disclose Usage Data to others if the Usage Data is aggregated and does not identify Customer or Users.
1.5 Customer Content. Provider may copy, display, modify, and use Customer Content only as needed to provide and maintain the Product and related offerings. Customer is responsible for the accuracy and content of Customer Content.
1.6 Machine Learning. Usage Data and Customer Content may be used to develop, train, or enhance artificial intelligence or machine learning models that are part of Provider's products and services, including third-party components of the Product, and Customer authorizes Provider to process its Usage Data and Customer Content for such purposes. However, (a) Usage Data and Customer Content must be aggregated before it can be used for these purposes, and (b) Provider will use commercially reasonable efforts consistent with industry standard technology to de-identify Usage Data and Customer Content before such use. Nothing in this section will reduce or limit Provider's obligations regarding Personal Data that may be contained in Usage Data or Customer Content under Applicable Data Protection Laws. Due to the nature of artificial intelligence and machine learning, information generated by these features may be incorrect or inaccurate. Product features that include artificial intelligence or machine learning models are not human and are not a substitute for human oversight.
2. Restrictions & Obligations
2.1 Restrictions on Customer.
(a) Except as expressly permitted by this Agreement, Customer will not (and will not allow anyone else to): (i) reverse engineer, decompile, or attempt to discover any source code or underlying ideas or algorithms of the Product (except to the extent Applicable Laws prohibit this restriction); (ii) provide, sell, transfer, sublicense, lend, distribute, rent, or otherwise allow others to access or use the Product; (iii) remove any proprietary notices or labels; (iv) copy, modify, or create derivative works of the Product; (v) conduct security or vulnerability tests on, interfere with the operation of, cause performance degradation of, or circumvent access restrictions of the Product; (vi) access accounts, information, data, or portions of the Product to which Customer does not have explicit authorization; (vii) use the Product to develop a competing service or product; (viii) use the Product with any High Risk Activities or with any activity prohibited by Applicable Laws; (ix) use the Product to obtain unauthorized access to anyone else’s networks or equipment; or (x) upload, submit, or otherwise make available to the Product any Customer Content to which Customer and Users do not have the proper rights.
(b) Use of the Product must comply with all Documentation and any Use Limitations specified on the Invoice or Documentation.
2.2 Suspension. If Customer (a) has an outstanding, undisputed balance on its account for more than 30 days beyond the payment due date stated on the Invoice; (b) breaches Section 2.1 (Restrictions on Customer); or (c) uses the Product in violation of the Agreement or in a way that materially and negatively impacts the Product or others, then Provider may temporarily suspend Customer’s access to the Product with or without notice. However, Provider will try to inform Customer before suspending Customer’s account when practical. Provider will reinstate Customer’s access to the Product only if Customer resolves the underlying issue.
3. Privacy & Security
3.1 Personal Data. Before submitting Personal Data governed by GDPR or similar comprehensive data protection laws, Customer must ensure appropriate contractual terms are in place, which may require a separate data processing agreement (DPA) with Provider. If a DPA is in place, each party will comply with its obligations in the DPA, the terms of the DPA will control each party’s rights and obligations as to Personal Data, and the terms of the DPA will control in the event of any conflict with this Agreement.
3.2 Prohibited Data. Customer will not (and will not allow anyone else to) submit Prohibited Data to the Product unless explicitly authorized in writing by Provider.
4. Payment & Taxes
4.1 Fees. Customer agrees to pay the fees ("Fees") as specified on the Invoice. Unless the Invoice specifies a different currency, all Fees are in U.S. Dollars and are exclusive of taxes. Except as expressly provided otherwise in this Agreement (e.g., Section 5.4, 6.4, 9.4), Fees are non-refundable.
4.2 Invoicing. Provider will invoice Customer as specified on the Invoice.
4.3 Taxes. Customer is responsible for all duties, taxes, and levies that apply to Fees, including sales, use, VAT, GST, or withholding taxes, that Provider itemizes and includes in an Invoice. Customer is not responsible for Provider’s income taxes.
4.4 Payment. Customer will pay Provider Fees and taxes according to the payment terms specified on the Invoice. Late payments may be subject to interest at the rate of 1.5% per month or the highest rate permitted by law, whichever is lower.
4.5 Payment Dispute. If Customer has a good-faith disagreement about the Fees charged or invoiced, Customer must notify Provider in writing about the dispute before the payment due date, or within 30 days of an automatic payment if applicable, and must pay all undisputed amounts on time. The parties will work together in good faith to resolve the dispute within 15 days. If no resolution is agreed, each party may pursue any remedies available under the Agreement or Applicable Laws.
5. Term & Termination
5.1 Agreement Term and Renewal. This Agreement starts on the Effective Date and continues for the Subscription Period specified on the Invoice. Unless otherwise stated on the Invoice or if either party gives notice of non-renewal at least 30 days before the end of the current Subscription Period, the subscription will automatically renew for additional periods equal in length to the initial Subscription Period, at Vallum's then-current standard fees for such Service.
5.2 Termination. Either party may terminate this Agreement immediately upon written notice:
(a) if the other party fails to cure a material breach of this Agreement within 30 days following written notice of the breach;
(b) if the other party (i) materially breaches this Agreement in a manner that cannot be cured; (ii) dissolves or stops conducting business without a successor; (iii) makes an assignment for the benefit of creditors; or (iv) becomes the debtor in insolvency, receivership, or bankruptcy proceedings that continue for more than 60 days.
5.3 Force Majeure Termination. Either party may terminate an affected subscription upon notice if a Force Majeure Event prevents the Product from materially operating for 30 or more consecutive days. Provider will pay to Customer a prorated refund of any prepaid Fees for the remainder of the Subscription Period. A Force Majeure Event does not excuse Customer's obligation to pay Fees accrued prior to termination.
5.4 Effect of Termination. Upon any expiration or termination:
(a) Customer will no longer have any right to use the Product.
(b) Upon Customer’s written request made within 30 days after the effective date of termination, Provider will make Customer Content available for export or download for a period of 30 days, after which Provider may delete Customer Content.
(c) Each Recipient will return or destroy Discloser’s Confidential Information in its possession or control, subject to Section 5.5(b).
(d) Provider will submit a final bill or invoice for all outstanding Fees accrued before termination and Customer will pay the invoice according to Section 4 (Payment & Taxes).
5.5 Survival.
(a) The following sections will survive expiration or termination of the Agreement: Section 1.4 (Feedback and Usage Data), Section 1.6 (Machine Learning), Section 2.1 (Restrictions on Customer), Section 4 (Payment & Taxes) for Fees accrued or payable before expiration or termination, Section 5.4 (Effect of Termination), Section 5.5 (Survival), Section 6 (Representations & Warranties), Section 7 (Disclaimer of Warranties), Section 8 (Limitation of Liability), Section 9 (Indemnification), Section 10 (Confidentiality), Section 11 (Reservation of Rights), Section 12 (General Terms), Section 13 (Definitions), and the portions of this Agreement referenced by these sections.
(b) Each Recipient may retain Discloser’s Confidential Information in accordance with its standard backup or record retention policies maintained in the ordinary course of business or as required by Applicable Laws, in which case Section 3 (Privacy & Security) and Section 10 (Confidentiality) will continue to apply to retained Confidential Information.
6. Representations & Warranties
6.1 Mutual. Each party represents and warrants to the other that: (a) it has the legal power and authority to enter into this Agreement; (b) it is duly organized, validly existing, and in good standing under the Applicable Laws of the jurisdiction of its origin; and (c) it will comply with all Applicable Laws in performing its obligations or exercising its rights in this Agreement.
6.2 From Customer. Customer represents and warrants that it, all Users, and anyone submitting Customer Content each have and will continue to have all rights necessary to submit or make available Customer Content to the Product and to allow the use of Customer Content as described in the Agreement, and that Customer Content will not violate Applicable Laws or infringe third-party rights.
6.3 From Provider. Provider represents and warrants to Customer that it will not materially decrease the core functionality of the Cloud Service during the Subscription Period (excluding deprecation of features or Beta Products).
6.4 Provider Warranty Remedy. If Provider breaches the warranty in Section 6.3, Customer must give Provider written notice (with enough detail for Provider to understand or replicate the issue) within 30 days of discovering the issue. Within 30 days of receiving sufficient details, Provider will use commercially reasonable efforts to restore the core functionality. If Provider cannot resolve the issue within that period, Customer may terminate the affected subscription upon written notice and Provider will pay to Customer a prorated refund of prepaid Fees for the remainder of the Subscription Period. This is Customer’s sole and exclusive remedy for a breach of the warranty in Section 6.3.
7. Disclaimer of Warranties
7.1 EXCEPT FOR THE EXPRESS WARRANTIES IN SECTION 6, THE PRODUCT IS PROVIDED "AS IS," AND PROVIDER MAKES NO OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. PROVIDER DOES NOT WARRANT THAT CUSTOMER'S USE OF THE PRODUCT WILL BE UNINTERRUPTED OR ERROR-FREE, NOR DOES IT WARRANT THAT IT WILL REVIEW CUSTOMER CONTENT FOR ACCURACY OR THAT IT WILL PRESERVE OR MAINTAIN CUSTOMER CONTENT WITHOUT LOSS. PROVIDER WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES, OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR OTHER SYSTEMS OUTSIDE PROVIDER'S REASONABLE CONTROL. THESE DISCLAIMERS APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS.
8. Limitation of Liability
8.1 Liability Caps. SUBJECT TO SECTION 8.4 (EXCEPTIONS), EACH PARTY’S TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT WILL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO PROVIDER UNDER THIS AGREEMENT IN THE 12-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE FIRST CLAIM.
8.2 Damages Waiver. SUBJECT TO SECTION 8.4 (EXCEPTIONS), NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR LOST PROFITS OR REVENUES (WHETHER DIRECT OR INDIRECT), OR FOR CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, PUNITIVE, OR INCIDENTAL DAMAGES RELATING TO THIS AGREEMENT, EVEN IF THE PARTY IS INFORMED OF THE POSSIBILITY OF THIS TYPE OF DAMAGE IN ADVANCE.
8.3 Applicability. The limitations and waivers contained in Sections 8.1 (Liability Caps) and 8.2 (Damages Waiver) apply to all forms of liability, whether in contract, tort (including negligence), strict liability, breach of statutory duty, or otherwise.
8.4 Exceptions. The limitations and waivers in this Section 8 do not apply to: (a) a party's indemnification obligations under Section 9; (b) Customer's breach of Section 2.1 (Restrictions on Customer) or its payment obligations under Section 4; (c) damages arising from a party's fraud, gross negligence, or willful misconduct; (d) liability that cannot be limited or excluded under Applicable Laws. Section 8.2 (Damages Waiver) does not apply to breaches of Section 10 (Confidentiality).
9. Indemnification
9.1 Protection by Provider. Provider will indemnify, defend, and hold harmless Customer from and against third-party claims, actions, or proceedings alleging that the Cloud Service, when used by Customer according to the terms of this Agreement, infringes or misappropriates such third party's intellectual property rights ("Provider Covered Claims"), and will pay related damages, costs, and expenses (including reasonable attorneys' fees) finally awarded against Customer or agreed in settlement by Provider.
9.2 Protection by Customer. Customer will indemnify, defend, and hold harmless Provider from and against third-party claims, actions, or proceedings arising from (a) Customer Content infringing or misappropriating such third party's rights or violating Applicable Laws, or (b) Customer's breach of Section 2.1 (Restrictions on Customer) ("Customer Covered Claims"), and will pay related damages, costs, and expenses (including reasonable attorneys' fees) finally awarded against Provider or agreed in settlement by Customer.
9.3 Procedure. The Indemnifying Party’s obligations are contingent upon the Protected Party: (a) promptly notifying the Indemnifying Party in writing of the Covered Claim; (b) providing reasonable assistance to the Indemnifying Party at the Indemnifying Party’s expense; and (c) giving the Indemnifying Party sole control over the defense and settlement of the Covered Claim (provided the Indemnifying Party may not settle a claim that imposes liability or admission of fault on the Protected Party without its prior written consent). The Protected Party may participate in the defense with its own counsel at its own expense.
9.4 Changes to Product. If required by settlement or court order, or if deemed reasonably necessary by Provider in response to a Provider Covered Claim, Provider may: (a) obtain the right for Customer to continue using the Product; (b) replace or modify the affected component of the Product without materially reducing its core functionality; or (c) if neither (a) nor (b) are commercially reasonable, terminate the affected subscription and issue a pro-rata refund of prepaid Fees for the remainder of the Subscription Period.
9.5 Exclusions. Provider’s obligations under Section 9.1 will not apply to claims arising from: (i) modifications to the Product not made or authorized by Provider; (ii) use of the Product in combination with items not provided or approved by Provider; (iii) use of the Product in breach of this Agreement; or (iv) use of a non-current version of the Product if use of the current version would have avoided the infringement. Customer's obligations under Section 9.2 will not apply to claims to the extent caused by Provider's breach of this Agreement.
9.6 Exclusive Remedy. This Section 9 states the Indemnifying Party’s sole liability and the Protected Party’s exclusive remedy for third-party claims described herein.
10. Confidentiality
10.1 Non-Use and Non-Disclosure. Except as otherwise authorized in this Agreement or as needed to fulfill its obligations or exercise its rights hereunder, the Recipient will not (a) use the Discloser’s Confidential Information; nor (b) disclose Discloser’s Confidential Information to anyone else. Recipient will protect Discloser’s Confidential Information using at least the same degree of care it uses for its own similar information, but no less than a reasonable standard of care.
10.2 Exclusions. Confidential Information does not include information that (a) Recipient knew without any obligation of confidentiality before disclosure by Discloser; (b) is or becomes publicly known and generally available through no fault of Recipient; (c) Recipient receives under no obligation of confidentiality from a third party authorized to make the disclosure; or (d) Recipient independently developed without use of or reference to Discloser’s Confidential Information.
10.3 Required Disclosures. Recipient may disclose Discloser’s Confidential Information to the extent required by Applicable Laws or a valid court or governmental order, provided that, if legally permitted, Recipient gives Discloser reasonable prior written notice of the required disclosure and reasonably cooperates, at Discloser’s expense, with Discloser’s efforts to obtain confidential treatment or a protective order.
10.4 Permitted Disclosures. Recipient may disclose Discloser’s Confidential Information to its employees, advisors, contractors, and representatives ("Representatives") who have a need to know the Confidential Information for purposes consistent with this Agreement, but only if the Representative is bound by confidentiality obligations at least as protective as those in this Section 10. Recipient remains responsible for its Representatives' compliance with this Section 10.
11. Reservation of Rights
11.1 Except for the limited rights expressly granted under this Agreement, Provider retains all right, title, and interest in and to the Product (including all related intellectual property rights). Except for the limited rights granted to Provider under Sections 1.5 and 1.6, Customer retains all right, title, and interest in and to the Customer Content (including all related intellectual property rights). No rights are granted by implication or otherwise.
12. General Terms
12.1 Entire Agreement. This Agreement (including the Invoice) constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior or contemporaneous agreements, representations, or understandings (whether written or oral) regarding the subject matter. Any terms or conditions in Customer purchase orders or other administrative documents are void and have no effect.
12.2 Modifications, Severability, and Waiver. Any waiver, modification, or amendment to this Agreement must be in writing and signed by authorized representatives of both parties. If any term of this Agreement is found to be invalid or unenforceable, the remaining terms will remain in full force and effect. A party's failure to enforce any right or provision of this Agreement will not be considered a waiver of such right or provision.
12.3 Governing Law and Chosen Courts. This Agreement is governed by the laws of the State of Delaware, without regard to its conflict of laws principles. The parties irrevocably consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for any disputes arising out of or relating to this Agreement. The UN Convention on Contracts for the International Sale of Goods does not apply.
12.4 Injunctive Relief. A breach of Section 10 (Confidentiality) or violation of a party’s intellectual property rights may cause irreparable harm for which monetary damages are inadequate. Therefore, the non-breaching party may seek appropriate equitable relief, including an injunction, in any court of competent jurisdiction, without posting bond and without limiting its other rights or remedies.
12.5 Non-Exhaustive Remedies. Except where this Agreement provides an exclusive remedy, exercising a remedy does not preclude other available remedies.
12.6 Assignment. Neither party may assign this Agreement without the prior written consent of the other party, except that either party may assign this Agreement without consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, provided the assignee agrees in writing to be bound by this Agreement and is not a direct competitor of the non-assigning party. Any other attempted assignment is void. This Agreement binds and inures to the benefit of the parties and their permitted successors and assigns.
12.7 Beta Products. If Provider offers access to Beta Products, they are provided “AS IS” without warranty and may be modified or discontinued at any time. Provider has no liability arising from Beta Products. Use is at Customer's own risk.
12.8 Logo Rights. Customer grants Provider the right to use Customer's name and logo in Provider's marketing materials and website to identify Customer as a user of the Service. Provider will use the logo in accordance with any reasonable brand guidelines provided by Customer.
12.9 Notices. Notices under this Agreement must be in writing and sent to the addresses specified on the Invoice or such other address as a party may designate in writing. Notices are deemed given (a) when received if personally delivered; (b) upon electronic confirmation if sent by email (to the primary contact email on the Invoice or updated in writing); (c) the day after sending if sent by recognized overnight courier; or (d) three days after mailing if sent by certified mail, return receipt requested.
12.10 Independent Contractors. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship.
12.11 No Third-Party Beneficiary. There are no third-party beneficiaries to this Agreement.
12.12 Force Majeure. Neither party will be liable for delays or failures in performance (other than payment obligations) caused by events beyond its reasonable control, such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials ("Force Majeure Event"), provided the affected party gives prompt written notice and uses reasonable efforts to resume performance.
12.13 Export Controls. The Service may be subject to U.S. and international export control laws and regulations. Customer agrees to comply with all applicable export laws and regulations and warrants that it is not named on any U.S. government denied-party list. Customer will not permit access or use of the Service in a U.S.-embargoed country or in violation of any U.S. export law or regulation.
12.14 Government Rights. The Cloud Service and Software are "commercial items" as defined in FAR 2.101. If acquired by or on behalf of the U.S. Government, use, duplication, or disclosure is subject to the restrictions in this Agreement, consistent with FAR 12.212 and DFARS 227.7202-1 through 227.7202-4.
12.15 Anti-Bribery. Each party agrees not to take any action that would violate applicable anti-bribery laws (like the U.S. FCPA or UK Bribery Act).
12.16 Titles and Interpretation. Section titles are for convenience only. "Including" means "including without limitation."
12.17 Signature. Acceptance of this Agreement occurs upon payment of the Invoice referencing it or first use of the Service, whichever is earlier.
13. Definitions.
13.1 “Affiliate” means an entity that, directly or indirectly, controls, is under the control of, or is under common control with a party, where control means having more than fifty percent (50%) of the voting stock or other ownership interest.
13.2 “Agreement” means these Vallum Cloud Service Agreement terms together with the details specified on the applicable Invoice.
13.3 “Applicable Data Protection Laws” means the Applicable Laws that govern how the Cloud Service may process or use an individual’s personal information, personal data, personally identifiable information, or other similar term.
13.4 “Applicable Laws” means the laws, rules, regulations, court orders, and other binding requirements of a relevant government authority that apply to or govern Provider or Customer.
13.5 “Beta Product” means an early or prerelease feature or version of the Product that is identified as beta or similar, or a version of the Product that is not generally available.
13.6 “Cloud Service” or "Service" means the Vallum product described on the Invoice.
13.7 “Confidential Information” means information in any form disclosed by or on behalf of a Discloser, including before the Effective Date, to a Recipient in connection with this Agreement that (a) the Discloser identifies as “confidential”, “proprietary”, or the like; or (b) should be reasonably understood as confidential or proprietary due to its nature and the circumstances of its disclosure. Confidential Information includes the existence and terms of this Agreement and the information on each Invoice. Customer’s Confidential Information includes non-public Customer Content and Provider’s Confidential Information includes non-public information about the Product and its pricing.
13.8 “Covered Claim” means either a Provider Covered Claim or Customer Covered Claim as defined in Section 9.
13.9 “Customer Content” means data, information, or materials submitted by or on behalf of Customer or Users to the Product but excludes Feedback and Usage Data.
13.10 “Discloser” means a party to this Agreement when the party is providing or disclosing Confidential Information to the other party.
13.11 “Documentation” means the usage manuals and instructional materials for the Cloud Service or Software that are made available by Provider.
13.12 “Embargoed Country” means any country or region subject to a comprehensive U.S. trade embargo.
13.13 “Feedback” means suggestions, feedback, or comments about the Product or related offerings provided by Customer to Provider.
13.14 "Fees" means the applicable amounts described on the Invoice.
13.15 “Force Majeure Event” means an unforeseen event outside a party’s reasonable control as described in Section 12.12.
13.16 “GDPR” means European Union Regulation 2016/679 and the UK General Data Protection Regulation (UK GDPR).
13.17 “High Risk Activity” means any situation where the use or failure of the Product could be reasonably expected to lead to death, bodily injury, or significant environmental damage.
13.18 “Indemnifying Party” means the party providing indemnification under Section 9.
13.19 "OFAC" means the United States Department of Treasury's Office of Foreign Assets Control.
13.20 “Invoice” means the document provided by Vallum to Customer detailing the specific Service subscribed to, fees, Subscription Period, and other transaction-specific terms, which references this Agreement.
13.21 “Personal Data” will have the meaning(s) set forth in the Applicable Data Protection Laws for personal information, personal data, personally identifiable information, or other similar term.
13.22 "Product” means the Cloud Service, Software, and Documentation collectively.
13.23 “Prohibited Data” means (a) patient, medical, or other protected health information regulated by HIPAA (unless a BAA is executed); (b) payment card industry data (PCI DSS); (c) social security numbers, driver’s license numbers, or other government ID numbers; (d) special categories of data under GDPR/UK GDPR; and (e) other similar categories of sensitive personal information defined by Applicable Data Protection Laws, unless expressly permitted for processing by the Service's Documentation and configuration.
13.24 “Protected Party” means the party receiving indemnification under Section 9.
13.25 “Recipient” means a party to this Agreement when the party receives Confidential Information from the other party.
13.26 “Software” means any client-side software or applications made available by Provider for Customer to install, download, or execute as part of the Product.
13.27 “Subscription Period” means the length of time Customer is authorized to access the Service, as specified on the Invoice.
13.28 “Usage Data” means data and information about the provision, use, and performance of the Product and related offerings based on Customer’s or User’s use of the Product (e.g., technical logs, performance data, aggregated usage patterns).
13.29 “User” means any individual authorized by Customer to use the Product on Customer’s behalf or through Customer’s account.
Contact Information:
Vallum Security
8 Rainier Road, Fanwood, NJ, 07023
Contact us at [team@vallum.ai](mailto:team@vallum.ai)
Privacy Policy: https://app.termly.io/policy-viewer/policy.html?policyUUID=9aeafda1-ec42-4106-b95e-07978815d08c