Terms of service

Last Updated: March 12, 2026

These Terms of Service (the “Terms”) govern your access to the VibeTriage website, forms, reports, and related services (collectively, the “Services”). These Terms are between VibeTriage LLC, a company organized under the laws of the State of North Carolina, United States, doing business as VibeTriage (“VibeTriage,” “we,” “us,” or “our”), and the person or entity that accesses or uses the Services (“Customer,” “you,” or “your”).

By accessing the Services, clicking to accept these Terms, submitting a staging link or app build, purchasing a Service, or signing an Order Form that references these Terms, you agree to be bound by them. If you are accepting these Terms on behalf of a company, agency, or other legal entity, you represent that you have authority to bind that entity, and “Customer” means that entity.

1. Definitions

For purposes of these Terms:

1. “Customer Materials” means all materials, software, content, data, credentials, documentation, specifications, URLs, builds, test accounts, configurations, and instructions that you provide or make available to us.
2. “Deliverables” means any reports, screenshots, recordings, bug logs, issue tickets, summaries, severity assessments, reproductions, or other outputs we provide to you as part of the Services.
3. “Order Form” means any checkout flow, online order page, proposal, statement of work, invoice, subscription signup, or other ordering document that identifies the Services, scope, timing, fees, or other commercial terms.
4. “Site” means the VibeTriage website and any associated web pages, intake forms, dashboards, portals, and support interfaces.
5. “Third-Party Services” means any third-party software, infrastructure, issue tracker, communications tool, hosting environment, analytics tool, app distribution channel, identity provider, payment processor, or device platform not operated by VibeTriage.

2. Agreement Scope; Order of Precedence; Business Use Only

2.1 Agreement Scope

These Terms apply to your use of the Site and Services. An Order Form, a separately executed non-disclosure agreement, a data processing addendum, or other written addendum may supplement these Terms.

2.2 Order of Precedence

If there is a conflict between these Terms and another written agreement signed by both parties, the order of precedence is:

1. the signed Order Form or signed amendment;
2. the signed data processing addendum, but only for privacy or data-processing subjects it expressly covers;
3. a signed mutual non-disclosure agreement, but only for confidentiality subjects it expressly covers; and
4. these Terms.

2.3 Business Use Only

The Services are offered for business and professional use, not for personal, family, or household purposes. You may not use the Services unless you are acting for a business, project, client engagement, or other professional purpose.

2.4 Consumer Rights Savings Clause

If non-waivable consumer rights apply to you under applicable law despite Section 2.3, these Terms apply except to the extent prohibited by that law.

3. Site Use and Accounts

3.1 Limited License

Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable right to access and use the Site for your internal business use in evaluating, purchasing, and receiving the Services.

3.2 Site Restrictions

You will not, and will not permit any third party to:

1. copy, frame, mirror, scrape, or crawl the Site, except for reasonable indexing by public search engines or as otherwise expressly permitted by law;
2. interfere with or disrupt the integrity or performance of the Site or any related systems;
3. upload malware, malicious code, or harmful content;
4. attempt to gain unauthorized access to the Site, our systems, or other users’ accounts;
5. use the Site to send spam, phishing messages, or unlawful content; or
6. misrepresent your identity, affiliation, or authority.

3.3 Account Security

If we issue credentials, portal access, or shared workspaces to you, you are responsible for maintaining their confidentiality and for all activities that occur under your access. You must notify us promptly at inquiries@vibetriage.io if you believe your access credentials have been compromised.

4. Services and Scope Limitations

4.1 Service Description

VibeTriage provides black-box quality assurance and triage services for websites, web applications, mobile applications, and related software experiences. Depending on the applicable Order Form, the Services may include manual exploratory testing, structured flow testing, authenticated-flow testing, real-device or real-browser testing, defect reproduction, evidence capture, prioritization, and issue-tracker-ready reporting.

4.2 Typical Engagement Model

Unless an Order Form says otherwise, the Services are provided from the outside-in and do not include source-code review, repository access, architecture review, or internal system administration.

4.3 Personnel and Delivery Model

We may provide the Services through our employees, affiliates, and authorized contractors, including review personnel and testers located in multiple jurisdictions, provided that such personnel are bound by confidentiality and security obligations at least as protective as these Terms.

4.4 Targets Versus Commitments

Any turnaround times, test windows, device coverage, browser coverage, issue counts, response targets, or similar metrics stated on the Site, in marketing materials, or in email are targets only unless expressly stated as binding in an Order Form.

4.5 Services Not Included Unless Separately Agreed

Unless expressly included in an Order Form, the Services do not include:

1. penetration testing, vulnerability scanning, exploit development, or security certification;
2. source-code review, architectural review, or secure code analysis;
3. automated test suite implementation or maintenance;
4. performance, stress, load, endurance, or availability testing;
5. legal, regulatory, privacy, or accessibility compliance certification;
6. app store submission or approval management;
7. social engineering, phishing, pretexting, or physical security testing; or
8. incident response, digital forensics, or managed monitoring.

4.6 No Guarantee of Defect-Free Software

The Services are designed to identify issues that are observable within the agreed scope and time available. We do not guarantee that all defects, vulnerabilities, regressions, or UX issues will be discovered or that software tested by us will be error-free, secure, compliant, available, or fit for any particular launch, demo, handoff, or production use.

4.7 High-Risk Systems

Unless we expressly agree otherwise in writing, the Services are not designed for life-critical, safety-critical, emergency-response, medical-device, aviation, automotive safety, industrial control, nuclear, or similarly high-risk systems where a defect or delay could lead to death, personal injury, environmental harm, or catastrophic property damage.

4.8 Scope Changes

Any Services outside the scope stated in the applicable Order Form, including additional platforms, environments, languages, user roles, devices, retests, or testing windows, may require a revised Order Form, additional fees, or both.

5. Customer Responsibilities, Authorized Access, and Testing Rules

5.1 License to Customer Materials

You grant VibeTriage a limited, non-exclusive, worldwide license during the Term to host, copy, access, install, use, reproduce, display, transmit, and otherwise process Customer Materials solely as necessary to provide, secure, support, maintain records for, and improve the Services as permitted by these Terms.

5.2 Authority to Authorize Testing

You represent and warrant that you own, control, or have all rights, consents, and permissions necessary to authorize us to access, install, test, interact with, record, and evaluate the software, environments, accounts, APIs, and flows that you place in scope.

This includes any permissions required from:

1. your own organization;
2. your client, if you are an agency or contractor;
3. the owner or operator of any third-party system included in scope; and
4. any platform, marketplace, hosting provider, identity provider, or collaboration tool whose assets you ask us to access.

5.3 Scope of Authorized Environments

Our authorization is limited to the specific URLs, builds, environments, accounts, features, roles, devices, date ranges, and testing instructions that are expressly included in an Order Form or otherwise confirmed in writing by both parties. We are not required to infer broader authorization from general statements or incomplete instructions.

5.4 Customer Cooperation

You will provide, in a timely manner:

1. accurate staging links, install files, or deployment instructions;
2. working test credentials and any necessary whitelisting or network access;
3. any required seed data, test accounts, or test payment methods;
4. contact information for an authorized point of contact who can answer scope questions and receive urgent notices; and
5. any known constraints, fragile areas, feature flags, or environment risks that could affect safe testing.

5.5 Test Data and Credentials

You should provide non-production data and dedicated test accounts wherever reasonably possible. You will not provide live end-user passwords, personal consumer accounts, or credentials that you are not authorized to share. You are responsible for creating and controlling the accounts and access rights you provide to us.

5.6 Restricted Data

Unless expressly agreed in writing, you will not provide or expose to us any:

1. protected health information;
2. payment card numbers or full cardholder data subject to PCI DSS storage controls;
3. social security numbers, national ID numbers, passport numbers, or driver’s license numbers;
4. classified government information, export-controlled data, or sanctions-restricted materials;
5. children’s personal data;
6. biometric data used for unique identification;
7. highly sensitive personal data requiring heightened protections under applicable law; or
8. illegal content or data you have no right to disclose.

5.7 Production and Live-Environment Testing

If you ask us to test a production or other live environment, you acknowledge that such testing carries elevated risk, including degraded user experience, unintended transactions, data changes, user-facing errors, throttling, lockouts, or other service disruption. We may refuse production testing in our discretion. If we accept it, you remain responsible for:

1. ensuring the scope is expressly approved in writing;
2. implementing backups, logging, rollback plans, rate limits, and internal approvals;
3. providing any notices, consents, or disclosures required to end users, clients, platform providers, or regulators; and
4. limiting the use of real user data to what is strictly necessary.

5.8 Prohibited Instructions and Out-of-Scope Activity

You will not instruct, encourage, or permit us to:

1. exceed the agreed scope;
2. access or attempt to access accounts, data, or systems not designated for testing;
3. perform vulnerability exploitation, denial-of-service activity, credential stuffing, brute-force login attempts, malware deployment, data exfiltration, interception of communications, or destructive testing;
4. bypass technical protections, contractual restrictions, or usage limits without explicit written authorization from the relevant rights holder;
5. engage in social engineering, phishing, impersonation, or pretexting;
6. violate applicable law, court order, third-party rights, or platform terms; or
7. test a competitor’s, stranger’s, or unrelated third party’s systems without written authorization from that system’s owner.

5.9 Recordings and Evidence Capture

You authorize us to capture screenshots, screen recordings, logs, notes, and similar evidence while testing in-scope systems. You are responsible for obtaining any internal approvals or third-party consents required for that evidence capture.

5.10 Backups and Recovery

You are solely responsible for maintaining backups, recovery mechanisms, version control, audit logs, and business continuity measures for your systems and Customer Materials.

5.11 Delays Caused by Customer

If our performance is delayed by your failure to provide access, instructions, approvals, environments, or other cooperation, any delivery date or turnaround target will be extended accordingly. If the delay is material, we may reschedule the work or treat the affected scope as canceled.

6. Deliverables, Retesting, and Records

6.1 Deliverables

The format and content of Deliverables may vary by Service tier, scope, and Order Form. Deliverables may include, without limitation, prioritized bug reports, reproduction steps, screenshots, videos, issue metadata, severity or priority labels, and ticket-ready summaries for systems such as Linear, Jira, or GitHub.

6.2 Time-Bound Observations

Deliverables reflect observations made during the relevant testing period and only within the scope actually tested. Software behavior may change after the test window because of new deployments, feature flags, infrastructure changes, configuration drift, third-party outages, or other factors outside our control.

6.3 Severity and Priority

Any severity, priority, or risk labels are our professional judgments based on the information available at the time. They are intended to support decision-making and do not constitute a guarantee of business impact, legal exposure, exploitability, or remediation urgency.

6.4 Retesting

Retesting, regression confirmation, post-fix validation, or re-verification is included only if expressly stated in the applicable Order Form. Otherwise, retesting is a separate Service and may require a new purchase or scope change.

6.5 Customer Review and Limited Correction Right

If you believe a Deliverable materially fails to reflect the agreed scope, you must notify us in writing within seven (7) days after delivery and describe the claimed nonconformity in reasonable detail. As your sole remedy for that nonconformity, we will either correct the affected Deliverable or use commercially reasonable efforts to reperform the affected portion of the Services.

6.6 Record Retention

Unless an Order Form states otherwise, you should download and retain your own copies of Deliverables promptly after delivery. We may delete temporary workspaces, raw artifacts, screen recordings, install files, and other project materials ninety (90) days after project completion or termination, except to the extent we are required to retain them by law or for legitimate internal recordkeeping.

7. Fees, Billing, Taxes, and Refunds

7.1 Fees

You will pay the fees and charges specified in the applicable Order Form. Unless otherwise stated, fees are quoted and payable in U.S. dollars.

7.2 Billing

We may charge fees by card, bank transfer, invoice, or another payment method identified in the Order Form or checkout flow. If you provide a payment method for a subscription or recurring Service, you authorize us and our payment processors to charge that payment method on a recurring basis for the applicable billing cycle until the subscription is canceled.

7.3 One-Time Services

Fees for one-time Services, including pre-launch audits and similar fixed-scope engagements, are non-refundable once we have started work, reserved testing capacity for you, or you have supplied the link, build, credentials, or other materials necessary for us to begin the engagement, except as required by law or expressly stated in an Order Form.

7.4 Subscription Services

For recurring Services, the initial term and renewal cycle are stated in the Order Form or checkout flow. Unless otherwise stated there, subscriptions automatically renew for successive periods equal to the initial subscription term.

7.5 Cancellation

You may cancel a recurring subscription at any time through your billing portal, if available, or by sending written notice to inquiries@vibetriage.io before the next renewal date. Unless an Order Form states otherwise, cancellation takes effect at the end of the then-current paid billing period, and fees already paid are non-refundable.

7.6 Price Changes

We may change subscription pricing on a prospective basis by giving at least thirty (30) days’ notice before the next renewal term. Any price change will take effect on renewal, not during a paid current term.

7.7 Taxes

Fees do not include sales, use, value-added, withholding, or similar taxes, duties, or levies, except taxes based on our net income. You are responsible for all such taxes associated with your purchase or use of the Services, excluding taxes imposed on VibeTriage’s net income.

7.8 Late Payments

If you fail to pay amounts due, we may charge interest on overdue amounts at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by law, plus reasonable costs of collection.

7.9 Suspension for Nonpayment

We may suspend performance or access to the Services if any undisputed amount is overdue and remains unpaid for five (5) days after we provide notice, without limiting any other rights or remedies we may have.

7.10 No Setoff

You may not withhold, offset, or reduce fees based on any dispute, claim, or alleged entitlement unless required by law or agreed by us in writing.

7.11 Usage Limits and Expiration

If an Order Form includes recurring testing allocations, credits, bundled retests, or similar usage entitlements, those entitlements expire at the end of the applicable billing cycle unless the Order Form expressly states otherwise.

8. Term, Termination, Renewal, and Suspension

8.1 Term

These Terms start when you first accept them or first use the Services and continue until terminated in accordance with this Section 8.

8.2 Order-Based Duration

Each Order Form begins on the effective date stated in that Order Form or, if no date is stated, when we accept the order. A one-time Service continues until the applicable Deliverables are provided, unless earlier terminated. A subscription continues until canceled or terminated.

8.3 Termination for Cause

Either party may terminate an affected Order Form or these Terms for material breach if the other party fails to cure that material breach within ten (10) days after receiving written notice describing the breach in reasonable detail.

8.4 Immediate Suspension or Termination

We may suspend or terminate the Services immediately, with or without notice, if:

1. we reasonably believe continued performance would create a legal, security, privacy, or operational risk;
2. you provide false information or lack authority to authorize the testing;
3. your instructions would require unlawful or unauthorized conduct;
4. you use the Services in a way that threatens our systems, personnel, reputation, or other customers; or
5. you become insolvent, cease operations, or are subject to bankruptcy or similar proceedings.

8.5 Effect of Termination

Upon expiration or termination:

1. your right to access the Site and Services under the terminated Order Form ends;
2. each party will stop using the other party’s Confidential Information except as permitted by these Terms;
3. all accrued payment obligations become immediately due; and
4. Sections that by their nature should survive will survive, including Sections 1, 2, 5.2, 5.6, 6.2, 6.3, 6.6, 7, 8.5, 10 through 21.

9. Free, Beta, Pilot, and Promotional Services

We may offer pilot engagements, free audits, discounted trials, beta features, or other promotional Services at our discretion. Unless we expressly state otherwise in writing:

1. such Services may be limited, modified, or withdrawn at any time;
2. such Services are provided “AS IS” and without any warranty, support commitment, or service level; and
3. we may condition eligibility on qualification criteria, scope limits, or other restrictions.

10. Confidentiality

10.1 Definition

“Confidential Information” means non-public information disclosed by one party (“Discloser”) to the other party (“Recipient”) that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the context of disclosure. Customer Confidential Information includes Customer Materials, credentials, internal workflows, non-public builds, and Deliverables. Our Confidential Information includes our pricing, methods, templates, internal workflows, training materials, taxonomies, automation, and non-public product plans.

10.2 Obligations

Recipient will:

1. use the Discloser’s Confidential Information only to perform or receive the Services and exercise rights under these Terms;
2. protect the Discloser’s Confidential Information using at least reasonable care and not less than the care Recipient uses to protect its own similar confidential information; and
3. disclose Confidential Information only to personnel, affiliates, contractors, professional advisers, or service providers who have a need to know it for the permitted purpose and who are bound by confidentiality obligations at least as protective as those in these Terms.

10.3 Exclusions

Confidential Information does not include information that Recipient can demonstrate:

1. was already lawfully known to Recipient without restriction before disclosure;
2. becomes publicly available through no breach of these Terms;
3. is lawfully received from a third party without breach of any duty; or
4. is independently developed without use of the Discloser’s Confidential Information.

10.4 Compelled Disclosure

Recipient may disclose Confidential Information if required by law, regulation, subpoena, or court order, but only after giving prompt notice to the Discloser when legally permitted and reasonably cooperating, at the Discloser’s expense, with any effort to seek confidential treatment or protective relief.

10.5 Return and Deletion

Upon written request and subject to Section 6.6, each party will use commercially reasonable efforts to return or delete the other party’s Confidential Information that is in its possession or control, except for routine backup copies, materials retained pursuant to legal obligations, and archival copies kept for recordkeeping or dispute-resolution purposes.

11. Privacy, Data Handling, Security, and Cross-Border Processing

11.1 Privacy Policy

Our handling of personal information that we collect directly from you through the Site is described in our Privacy Policy at https://vibetriage.io/privacy. To the extent there is a conflict between the Privacy Policy and these Terms regarding purchased Services, these Terms control.

11.2 Roles and Instructions

As between the parties, you control which Customer Materials you submit and are responsible for the lawfulness, accuracy, quality, and necessity of those materials. To the extent applicable law treats us as a processor or service provider for personal data contained in Customer Materials, you instruct us to process that data solely as necessary to provide, secure, support, maintain records for, and enforce the Services and these Terms.

11.3 Security Measures

We will implement commercially reasonable administrative, technical, and physical safeguards designed to protect Customer Materials against unauthorized access, use, alteration, or disclosure, taking into account the nature of the data involved and the scope of the Services. No system or method of transmission is perfectly secure, and you acknowledge that the Services are not marketed as a specialized vault for highly regulated data unless we expressly agree otherwise in writing.

11.4 Security Incidents

If we become aware of unauthorized access to or disclosure of Customer Confidential Information in our systems resulting from a breach of our security measures, we will notify you without undue delay after confirmation and provide information reasonably available to us about the nature of the incident and the steps we are taking, subject to legal restrictions and law-enforcement needs.

11.5 Credentials and Access Tokens

We will limit access to credentials and access tokens you provide to personnel who need them to perform the Services. Unless otherwise agreed in writing, we may disable or delete credentials, access tokens, and similar secrets when they are no longer needed for the engagement and, in any event, within thirty (30) days after the applicable project or subscription ends, except where retention is required by law.

11.6 Cross-Border Processing and Subprocessors

You authorize us to process Customer Materials in jurisdictions where we or our authorized personnel and service providers operate, which may include jurisdictions outside your own, including Kenya and other countries. We may use subprocessors and contractors in connection with the Services, provided they are bound by appropriate confidentiality and security obligations.

11.7 Data Processing Addendum

If applicable privacy law requires a separate data processing addendum for the Services, the parties will cooperate in good faith to enter a commercially reasonable addendum covering the relevant processing activities.

12. Internal Tools, Automation, AI-Assisted Workflows, and Service Improvement

12.1 Internal Tools

We may use internal tools, templates, automation, and workflow systems to organize testing, classify issues, draft summaries, and prepare Deliverables.

12.2 Human-Led Service

VibeTriage is a human-led quality assurance service. We may use automated assistance in support of the Services, but a human reviewer remains responsible for the client-facing Deliverables.

12.3 Service Improvement

We may create and use de-identified and aggregated statistics, benchmarking information, defect patterns, taxonomy learnings, workflow insights, and service analytics derived from the Services to operate, improve, and develop our business, provided that such information does not identify you or disclose your Confidential Information.

12.4 AI Training Restriction

We will not knowingly submit your Confidential Information to public-facing third-party AI services for model training without your express permission. This does not prohibit the use of private or enterprise tools that are configured not to train public models on your data.

13. Intellectual Property and Feedback

13.1 Customer Ownership

As between the parties, you retain all right, title, and interest in and to Customer Materials.

13.2 License to VibeTriage

You grant us the limited rights described in Section 5.1 to use Customer Materials solely to provide and improve the Services and to exercise our rights and obligations under these Terms.

13.3 Deliverables Ownership

Upon your full payment of all applicable fees, and subject to our underlying rights in Background Technology, you own the Deliverables created specifically for you under the applicable Order Form. “Background Technology” means our pre-existing and independently developed know-how, templates, forms, taxonomies, scoring models, workflows, processes, software, scripts, training materials, and general methodologies, together with any modifications or improvements to them.

13.4 Reserved Rights in Background Technology

We retain all right, title, and interest in and to the Site, Services, Background Technology, and all related intellectual property rights. To the extent any Background Technology is embedded in a Deliverable, we grant you a perpetual, non-exclusive, worldwide, non-transferable license to use that embedded Background Technology only as reasonably necessary to use the Deliverable for your internal business purposes and, if you are an agency, for the benefit of your client on the in-scope software.

13.5 Feedback

If you provide suggestions, ideas, enhancement requests, or other feedback relating to the Services, you grant us a perpetual, irrevocable, worldwide, royalty-free, fully paid-up right to use and exploit that feedback without restriction and without any obligation to you.

14. Publicity

14.1 Name and Logo Use

Unless an Order Form states otherwise or you opt out by written notice to inquiries@vibetriage.io, you grant us a limited right to use your name and logo to identify you as a customer of VibeTriage on our website and in sales materials. We will not disclose your Confidential Information when doing so.

14.2 Case Studies and Testimonials

We will not publish a case study, testimonial attributed to you, or a sample Deliverable that identifies you or your non-public product without your prior written approval.

15. Third-Party Services and Integrations

15.1 Customer-Directed Third-Party Services

If you ask us to use or connect to Third-Party Services such as issue trackers, app distribution tools, communication platforms, device platforms, payment processors, or identity providers, you authorize us to interact with those services as necessary to perform the Services.

15.2 Third-Party Terms

Your use of Third-Party Services is governed by your agreements with the relevant third party. We are not responsible for Third-Party Services, including their availability, security, functionality, changes, or terms.

15.3 Third-Party Restrictions

If a Third-Party Service imposes restrictions, quotas, rate limits, access controls, or acceptable-use terms, you are responsible for ensuring the authorized scope of our work complies with them or that you have obtained a waiver or permission from the relevant provider.

16. Limited Warranty and Disclaimers

16.1 Limited Performance Warranty

We warrant that we will perform the Services in a professional and workmanlike manner consistent with generally reasonable industry standards for the type of service purchased.

16.2 Exclusive Warranty Remedy

Your exclusive remedy, and our sole obligation, for breach of the warranty in Section 16.1 is for us, at our option, to either: (a) reperform the nonconforming portion of the Services; (b) correct the affected Deliverable; or (c) refund the fees actually paid for the materially nonconforming portion of the Services. To receive this remedy, you must notify us in writing within seven (7) days after delivery of the affected Services.

16.3 Disclaimer

Except for the limited warranty in Section 16.1, the Site, Services, and Deliverables are provided “AS IS” and “AS AVAILABLE.” To the maximum extent permitted by law, we disclaim all other warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, quiet enjoyment, accuracy, or results.

Without limiting the foregoing, we do not warrant that:

1. the Services will identify every bug, issue, or vulnerability;
2. the Deliverables will be uninterrupted, error-free, exhaustive, or suitable for every use case;
3. software tested by us will be secure, compliant, accessible, available, defect-free, or approved by any app store, marketplace, client, or regulator; or
4. any issue labeled low priority or medium severity will not cause business impact.

17. Indemnification

You will defend, indemnify, and hold harmless VibeTriage, its affiliates, and their respective directors, officers, employees, contractors, and agents from and against any third-party claims, actions, proceedings, damages, judgments, settlements, penalties, fines, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

1. Customer Materials;
2. your breach of these Terms or any Order Form;
3. your lack of authority to authorize the testing, access, or recordings you request;
4. your violation of applicable law, third-party rights, or third-party terms in connection with the Services; or
5. your use of the Services or Deliverables in a manner not permitted by these Terms.

We may not settle any indemnified claim in a manner that admits your fault or imposes non-monetary obligations on you without your consent, not to be unreasonably withheld, conditioned, or delayed. You will not settle any indemnified claim in a manner that admits our fault or imposes obligations on us without our prior written consent.

18. Limitation of Liability

18.1 Exclusion of Indirect Damages

To the maximum extent permitted by law, neither party will be liable to the other for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for any loss of profits, loss of revenue, loss of goodwill, loss of business opportunity, loss of anticipated savings, loss of data, or business interruption, arising out of or relating to these Terms or the Services, even if advised of the possibility of such damages.

18.2 Liability Cap

To the maximum extent permitted by law, VibeTriage’s aggregate liability arising out of or relating to these Terms, any Order Form, or the Services will not exceed the total amount of fees actually paid by you to VibeTriage under the specific Order Form giving rise to the claim during the twelve (12) months immediately preceding the event giving rise to liability. If the claim arises from a one-time Service lasting less than twelve months, the cap is the amount paid for that one-time Service.

18.3 Exceptions

Nothing in these Terms limits liability to the extent such limitation is prohibited by law. Your payment obligations and indemnification obligations under Section 17 are not limited by Section 18.2.

18.4 Production Testing Acknowledgment

Without limiting the foregoing, if you authorize testing in a production or live environment, you acknowledge and agree that VibeTriage will not be liable for downtime, degraded performance, user impact, data changes, throttling, lockouts, failed transactions, or similar consequences inherent in the authorized testing activity, except to the extent caused by our willful misconduct.

19. Governing Law, Venue, and Claims

19.1 Governing Law

These Terms and any dispute arising out of or relating to them will be governed by the laws of the State of North Carolina, United States, without regard to its conflict-of-laws principles.

19.2 Venue

The state or federal courts located in Wake County, North Carolina, United States will have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Services, and each party irrevocably submits to that jurisdiction and venue.

19.3 Injunctive Relief

Nothing in these Terms prevents either party from seeking injunctive or equitable relief for actual or threatened misuse of Confidential Information, intellectual property infringement, or unauthorized access to systems.

19.4 Time Limit to Bring Claims

To the maximum extent permitted by law, any claim arising out of or relating to these Terms or the Services must be filed within one (1) year after the cause of action arose, or it is permanently barred.

20. Changes to the Services and Terms

20.1 Changes to the Services

We may modify, improve, suspend, or discontinue parts of the Site or Services from time to time. We will not materially reduce the scope of a paid current subscription term except as necessary for legal, security, or operational reasons or as otherwise agreed in writing.

20.2 Changes to the Terms

We may update these Terms from time to time by posting a revised version on the Site and, for material changes, by using reasonable efforts to notify you through the Site, email, or your account. Unless a change is required by law, addresses a new feature, or addresses a security issue, material changes will apply prospectively and, for active paid subscriptions, not before the next renewal term.

21. Miscellaneous

21.1 Independent Contractors

The parties are independent contractors. These Terms do not create any partnership, joint venture, fiduciary, employment, franchise, or agency relationship between the parties.

21.2 Assignment

You may not assign or transfer these Terms or any rights or obligations under them without our prior written consent, except in connection with a merger, reorganization, sale of substantially all assets, or change of control involving the software or business to which the Services relate. We may assign these Terms in whole or in part, including in connection with a merger, acquisition, corporate reorganization, or sale of assets.

21.3 No Third-Party Beneficiaries

These Terms are for the sole benefit of the parties and their permitted successors and assigns. Except as expressly stated, they do not create any rights in any third party.

21.4 Force Majeure

Neither party will be liable for delay or failure to perform due to causes beyond its reasonable control, including internet outages, cloud or hosting failures, labor disputes, natural disasters, war, terrorism, civil unrest, epidemics, governmental action, or failures of third-party platforms or infrastructure, except that force majeure does not excuse your payment obligations for Services already performed.

21.5 Notices

Notices under these Terms must be sent by email to inquiries@vibetriage.io for VibeTriage and to the email address associated with your account, Order Form, or payment method, unless a party designates a different notice address in writing. Notices are effective when received.

21.6 Entire Agreement

These Terms, together with the applicable Order Form and any documents incorporated by reference, constitute the entire agreement between the parties regarding their subject matter and supersede all prior or contemporaneous discussions, proposals, and agreements relating to that subject matter.

21.7 Waiver and Severability

A party’s failure to enforce any provision of these Terms is not a waiver of that provision. If any provision of these Terms is held unenforceable, the remaining provisions will remain in full force and effect, and the unenforceable provision will be enforced to the maximum extent permitted by law.

21.8 Electronic Communications and Signatures

You agree that electronic communications, records, click-through acceptances, and electronic signatures satisfy any legal requirement that communications or signatures be in writing.

21.9 Contact Information

Questions about these Terms should be sent to:

VibeTriage LLC
d/b/a VibeTriage
Morrisville, NC, USA
inquiries@vibetriage.io