Terms of Service

VaultifyUK LabsEffective date: 5 June 2026 • Last updated: 5 June 2026

1. Introduction and Scope

VaultifyUK Labs is operated by VaultifyUK Limited.

Company Number: 16878679 Registered Office: Unimix House Abbey Road, Unit 53c, London, England, NW10 7TR

These Terms of Service ("Terms") form a binding legal agreement between you ("you", "Customer") and VaultifyUK Labs ("VaultifyUK Labs", "we", "us", "our") governing your access to and use of our Services.

"Services" means any software application, SaaS platform, API, website, integration, developer tool, or other product or service operated or published by VaultifyUK Labs, whether accessed directly or through a third-party platform such as the Shopify App Store.

By accessing or using any of our Services, you accept these Terms in full. If you do not agree to these Terms, do not access or use our Services.

Where a specific Service has supplementary terms ("Service-Specific Terms"), those terms apply alongside these Terms. Where there is a conflict between these Terms and the Service-Specific Terms, the Service-Specific Terms take precedence in relation to that Service.

Our Privacy Policy forms part of these Terms and is incorporated by reference.

2. Eligibility and Capacity

You must be at least 18 years of age to use our Services. By using our Services, you represent and warrant that you are at least 18 years old.

If you are using a Service on behalf of a business, company, or other organisation, you represent and warrant that you have the authority to bind that entity to these Terms. In that case, "you" refers to that entity.

You are responsible for ensuring that your use of our Services complies with all laws and regulations applicable to you or your organisation.

3. Accounts

3.1 Account creation and platform authentication

Some Services require you to create an account directly with us. Others are accessed through a third-party platform account (such as a Shopify store). You are responsible for maintaining the confidentiality of any account credentials and for all activity that occurs under your account.

3.2 Accuracy of information

You agree to provide accurate, complete, and current information when registering for or using our Services, and to keep that information up to date. Providing false or misleading information is a breach of these Terms.

3.3 Unauthorised access

You must notify us immediately at support@labs.vaultifyuk.co.uk if you become aware of any unauthorised use of your account or any security breach affecting your access to our Services.

3.4 One account per entity

Unless otherwise agreed in writing, each subscription or account is for a single legal entity. You may not share account access across unaffiliated organisations.

4. Licence to Use Our Services

Subject to your compliance with these Terms and payment of any applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the relevant Service during the applicable subscription term, solely for your internal business purposes.

This licence does not include any right to:

• sublicence, resell, redistribute, or commercially exploit the Service
• reverse engineer, decompile, disassemble, or attempt to derive source code from any part of the Service
• copy, modify, adapt, or create derivative works based on the Service or its underlying software
• use the Service to build or train a product or service that competes with any of our Services
• frame, scrape, or aggregate the Service or its content without our prior written consent

All rights not expressly granted to you are reserved by VaultifyUK Labs.

5. Acceptable Use

You agree to use our Services only for lawful purposes and in accordance with these Terms. You must not use our Services to:

• violate any applicable law, regulation, or third-party rights
• infringe the intellectual property rights of any person or entity
• transmit, store, or process content that is unlawful, harmful, fraudulent, harassing, defamatory, or obscene
• distribute malware, viruses, or other malicious code
• interfere with, disrupt, or attempt to gain unauthorised access to our Services, infrastructure, or the accounts of other users
• conduct automated queries, crawling, or scraping in a manner that places disproportionate load on our infrastructure
• use our Services as a vehicle to violate the terms of service, API terms, or acceptable use policies of any third-party platform with which a Service integrates, including Shopify's Partner Program Agreement and API licence terms
• attempt to circumvent any access controls, rate limits, or security measures

We reserve the right to investigate suspected violations and to suspend or terminate your access without notice if we reasonably determine that a serious or repeated violation has occurred.

6. Third-Party Platform Integrations

Some of our Services are designed to integrate with third-party platforms (such as Shopify). Your use of those integrations is subject to both these Terms and the terms of the relevant third-party platform.

You acknowledge that:

• third-party platforms are independent of VaultifyUK Labs and we have no control over their availability, functionality, pricing, or policies
• changes to a third-party platform's APIs, data policies, app review requirements, or other terms may affect the functionality or availability of our Services, and we are not liable for disruption caused by such changes
• you are responsible for maintaining your own compliance with the terms and policies of any third-party platform you use in conjunction with our Services

7. Fees and Payment

7.1 Subscription fees

Access to paid Services is subject to payment of the applicable subscription fees. Current pricing is set out on the relevant Service's pricing page or as agreed in a separate written order.

7.2 Billing through third-party platforms

Where a Service is distributed through a third-party platform (such as the Shopify App Store), billing, payment processing, and related terms are governed by that platform. VaultifyUK Labs does not independently process payment for such Services.

7.3 Direct billing

Where a Service is billed directly by VaultifyUK Labs, fees are due in advance for each billing period. We will issue invoices or notify you of amounts due in accordance with the terms applicable to that Service. All fees are quoted exclusive of VAT or other applicable taxes unless stated otherwise.

7.4 Late payment

If payment is not received when due, we may suspend access to the relevant Service following reasonable notice. We reserve the right to charge statutory interest on overdue amounts in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

7.5 Fee changes

We may change subscription fees on reasonable written notice of not less than 30 days. Continued use of the Service after the new fees take effect constitutes acceptance.

7.6 Refunds

Fees are generally non-refundable except as required by applicable consumer protection law or as set out in Service-Specific Terms. Where a Service is billed through a third-party platform, that platform's own refund policy applies.

7.7 Taxes

You are responsible for all applicable sales, use, value-added, goods and services taxes, and other governmental charges arising from your use of our Services, except taxes assessed on our net income.

8. Intellectual Property

8.1 Ownership of our Services

All intellectual property rights in our Services — including software, source code, algorithms, documentation, interfaces, trademarks, service marks, trade names, logos, and all related materials — are owned by VaultifyUK Labs or our licensors. Nothing in these Terms transfers ownership of any intellectual property to you.

8.2 Your data and content

You retain all rights, title, and interest in the data, content, and configurations you provide to or generate within our Services ("Your Content"). You grant VaultifyUK Labs a limited, non-exclusive, royalty-free licence to store, process, and transmit Your Content solely as necessary to provide the Services to you during the term of your subscription.

You represent and warrant that you have all rights necessary to grant this licence and that Your Content does not infringe any third-party rights.

8.3 Feedback

If you provide VaultifyUK Labs with suggestions, ideas, enhancement requests, or other feedback about our Services, you grant us a perpetual, irrevocable, royalty-free licence to use, reproduce, and incorporate that feedback into our Services and other products without any obligation to you.

8.4 Open source components

Some of our Services incorporate open source software. Any open source components are subject to the terms of their respective licences, which are available on request.

9. Data Processing and Privacy

9.1 Our Privacy Policy

Our collection and use of personal information in connection with our Services is governed by our Privacy Policy, which forms part of these Terms and is available at the same location as these Terms.

9.2 Processing on your behalf

Where our Services process personal data on your behalf (for example, data from your connected platform account), VaultifyUK Labs acts as a data processor and you act as the data controller. In that capacity we act only on your instructions and implement appropriate technical and organisational measures to protect that data.

9.3 Data Processing Agreement

Where required by applicable data protection law, we will enter into a Data Processing Agreement with you on request. Please contact privacy@labs.vaultifyuk.co.uk.

9.4 Your responsibilities

You are responsible for ensuring that you have all necessary rights, consents, and legal bases to provide data to our Services and to authorise us to process it on your behalf. You must ensure your own compliance with applicable data protection law in your use of our Services.

10. Confidentiality

10.1 Mutual obligations

Each party agrees to keep confidential all non-public information received from the other party that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information").

10.2 Obligations

The receiving party agrees to: (a) use Confidential Information only for purposes permitted under these Terms; (b) protect it with at least the same degree of care used for its own confidential information, but no less than reasonable care; and (c) disclose it only to personnel and contractors who need to know it and are bound by confidentiality obligations.

10.3 Exceptions

Confidentiality obligations do not apply to information that: (a) is or becomes publicly available other than through the receiving party's breach; (b) was independently developed without use of the Confidential Information; (c) was received from a third party without restriction; or (d) is required to be disclosed by law or court order, provided the disclosing party gives prompt notice where legally permitted.

11. Warranties

11.1 By VaultifyUK Labs

We warrant that we will provide our Services with reasonable care and skill, and materially in accordance with any documentation we make available for them.

11.2 By you

You warrant that: (a) you have authority to enter into these Terms; (b) your use of our Services will comply with these Terms and all applicable law; and (c) Your Content does not infringe any third-party rights.

11.3 Disclaimer

Except as expressly stated in these Terms, our Services are provided "as is" and "as available". To the fullest extent permitted by applicable law, we disclaim all warranties, conditions, and representations, express or implied, including any implied warranty of merchantability, fitness for a particular purpose, title, non-infringement, or uninterrupted or error-free operation.

We do not warrant that our Services will meet your specific requirements, that operation will be uninterrupted, or that any errors will be corrected. Any reliance you place on our Services is at your own risk.

12. Limitation of Liability

12.1 Exclusion of consequential loss

To the fullest extent permitted by applicable law, neither party will be liable to the other for any indirect, incidental, special, punitive, or consequential loss or damage, including loss of profits, loss of revenue, loss of data, loss of business, or loss of anticipated savings, howsoever arising — whether in contract, tort (including negligence), breach of statutory duty, or otherwise — even if that party has been advised of the possibility of such losses.

12.2 Cap on liability

Our total aggregate liability to you under or in connection with these Terms — whether in contract, tort, breach of statutory duty, or otherwise — shall not exceed the greater of:

(a) the total fees actually paid by you to VaultifyUK Labs in the twelve calendar months immediately preceding the event giving rise to the claim; or

(b) one hundred pounds sterling (£100).

12.3 Exceptions

Nothing in these Terms limits or excludes liability for:

• death or personal injury caused by negligence
• fraud or fraudulent misrepresentation
• any liability that cannot be excluded or limited as a matter of applicable law

12.4 Basis of the bargain

You acknowledge that the limitations and exclusions of liability in this Section reflect a reasonable allocation of risk and form an essential basis of the agreement between us.

13. Indemnification

You agree to defend, indemnify, and hold harmless VaultifyUK Labs, its officers, directors, employees, and agents from and against any claims, liabilities, damages, judgments, awards, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to:

• your breach of these Terms
• your violation of any applicable law or regulation
• Your Content, including any claim that Your Content infringes the rights of a third party
• your use of our Services in a manner not authorised by these Terms

14. Term and Termination

14.1 Duration

These Terms apply from the date you first access or use any of our Services and continue until your subscription or access is terminated.

14.2 Termination by you

You may stop using our Services at any time. To cancel a paid subscription, you must follow the cancellation process for the relevant Service. Cancellation takes effect at the end of the current billing period unless stated otherwise in the Service-Specific Terms or required by law.

14.3 Termination by us

We may suspend or terminate your access to any or all of our Services:

• immediately, where we reasonably believe you have seriously or repeatedly violated these Terms, the Acceptable Use policy, or any applicable law
• immediately, where required by a third-party platform operator or by applicable law
• on 14 days' written notice for any other material breach of these Terms that you have not remedied within that notice period
• on 30 days' written notice for any reason, in which case we will refund any prepaid fees for the period after termination takes effect

14.4 Effect of termination

On termination or expiry of your subscription:

• your licence to use the relevant Services ceases immediately
• you must cease all use of the affected Services
• we will handle Your Content in accordance with our Privacy Policy and any applicable Data Processing Agreement

14.5 Survival

The following Sections survive termination: 8 (Intellectual Property), 9 (Data Processing and Privacy), 10 (Confidentiality), 11.3 (Disclaimer), 12 (Limitation of Liability), 13 (Indemnification), 16 (Governing Law and Disputes), and 17 (General).

15. Modifications to Services and Terms

15.1 Service changes

We may update, modify, or discontinue any Service or feature at any time. We will provide reasonable advance notice of material changes to paid Services.

15.2 Updates to these Terms

We may update these Terms from time to time. We will notify you of material changes by email or by posting a notice within the relevant Service before the changes take effect. Continued use of our Services after the effective date constitutes acceptance of the revised Terms.

If you do not accept the revised Terms, you may terminate your subscription in accordance with Section 14.2 before the changes take effect.

16. Governing Law and Disputes

16.1 Governing law

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) are governed by and construed in accordance with the laws of England and Wales.

16.2 Dispute resolution

In the event of a dispute, the parties agree to attempt to resolve the matter through good-faith negotiation for a period of 30 days from the date one party notifies the other of the dispute in writing.

If the dispute is not resolved through negotiation within that period, either party may submit it to the exclusive jurisdiction of the courts of England and Wales, which both parties irrevocably submit to for these purposes.

17. General

17.1 Entire agreement

These Terms, together with our Privacy Policy and any Service-Specific Terms and Data Processing Agreements, constitute the entire agreement between you and VaultifyUK Labs relating to our Services and supersede all prior and contemporaneous agreements, representations, and understandings relating to the same subject matter.

17.2 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

17.3 Waiver

No failure or delay by either party in exercising any right under these Terms shall constitute a waiver of that right. A waiver of any breach shall not constitute a waiver of any subsequent breach.

17.4 Assignment

You may not assign, transfer, or sublicence your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms — including to an affiliate or in connection with a merger, acquisition, or sale of assets — on written notice to you.

17.5 No agency or partnership

Nothing in these Terms creates a partnership, joint venture, employment relationship, or agency between the parties. Neither party has authority to bind the other.

17.6 Force majeure

Neither party shall be in breach of these Terms or liable for delay in performing, or failure to perform, any obligation under these Terms if that delay or failure results from events, circumstances, or causes beyond its reasonable control, including natural disasters, acts of governmental authority, industrial disputes, failures of internet infrastructure or third-party services, or pandemic. The affected party shall promptly notify the other and shall use reasonable efforts to mitigate the impact.

17.7 Notices

Notices to VaultifyUK Labs should be sent to legal@labs.vaultifyuk.co.uk. Notices to you will be sent to the email address associated with your account. Notices are deemed received on the next business day after sending if sent by email.

17.8 Third-party rights

A person who is not a party to these Terms has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms.

18. Related Documents

The following documents form part of or supplement these Terms. Together they describe our legal commitments, data practices, and operational transparency.

Where any of these documents conflict with these Terms, these Terms take precedence unless the relevant document expressly states otherwise.

19. Contact

For questions about these Terms or our Services:

VaultifyUK Labs Email: support@labs.vaultifyuk.co.uk