Terms of Service

1. Acceptance of terms

By accessing the VeriProof website, requesting a demo, creating an account, or using any part of the VeriProof platform, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

If you are accessing the platform or website on behalf of an organization, you represent that you have full authority to bind that organization to these Terms. In that case, "you" and "your" refer to that organization.

If you do not agree to these Terms, you must not use the website or platform.

2. Eligibility

You must be at least 18 years old and able to enter into a legally binding contract to use the VeriProof platform. VeriProof is for organizations that deploy, govern, or audit AI systems. It is not a consumer product.

By agreeing to these Terms, you represent that:

• You are at least 18 years of age
• You have the legal capacity to enter this agreement, either individually or on behalf of your organization
• Your use of the platform will comply with all applicable laws and regulations

3. The VeriProof platform

What it is. VeriProof is an AI governance and audit evidence platform. Organizations use it to enforce policies before AI actions run and retain verifiable decision records.

Account creation. VeriProof creates approved customer tenants and invites the first Customer Administrator. You agree to provide accurate, current, and complete account information and keep it current. You are responsible for protecting your account credentials and for activity under your account.

Account security. Notify us immediately through the VeriProof security form if you become aware of any unauthorized access to your account or any other security breach. Do not include credentials or secrets in the form.

Authorized users. You may grant access to authorized users within your organization up to the limit permitted by your subscription tier. You are responsible for your authorized users' compliance with these Terms.

Developer evaluations, implementation services, and public simulators. These Terms apply in full to a Developer evaluation, an implementation service, a public simulator, and sandbox access. Developer is free for 60 days from account activation, subject to its published usage limits and retention. We may end evaluation and sandbox access when its plan limit or duration ends. Implementation services are optional and follow a separate written agreement setting deliverables, responsibilities, timing, and fees; where that agreement differs from these Terms, it controls. Requesting implementation help does not authorize a charge or start a subscription. Records created in a public simulator sit in a shared demonstration tenant that other visitors can see, so use the sample data provided rather than your own; we may reset or delete those records at any time. Evaluation, implementation, and simulator data is handled under these Terms and the Privacy Policy.

4. Acceptable use

You may use the VeriProof platform and website only for lawful purposes and in compliance with these Terms. You agree not to:

• Use the platform or website to violate any applicable law, regulation, or third-party right
• Submit to the platform any data that you do not have the right to process, or that would violate any obligation of confidentiality or privacy
• Attempt to gain unauthorized access to any part of the platform, its infrastructure, or any other customer's data
• Use the platform to process personal data in a manner that violates applicable privacy law, including GDPR, CCPA, HIPAA, or any other applicable data protection regulation
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of any part of the platform, except to the extent expressly permitted by a written source code access agreement with RJR Labs (for security review or for modification)
• Use automated means to scrape, crawl, index, or harvest content from the website without express written permission
• Introduce malware, viruses, or other harmful code into the platform or website
• Use the platform in any way that could damage, disable, overburden, or impair our infrastructure or interfere with other customers' use
• Misrepresent your identity or affiliation when using the website or platform
• Use the platform to facilitate or enable AI systems that operate in violation of applicable law or in ways that could cause harm to individuals without appropriate safeguards

We reserve the right to suspend or terminate access to the website or platform for any violation of these Terms, with or without notice depending on the severity of the violation.

5. Customer data and evidence records

Your data is yours. AI decision records and other data you submit remain your property. For managed SaaS, we process that data on your behalf under the customer agreement and DPA. Private Enterprise, coming soon to Azure Marketplace, will run in your own Azure subscription, isolated from VeriProof SaaS, and your organization will own and operate that installation. We do not claim ownership of your data.

Your responsibility for data submitted. You represent and warrant that you have all rights, consents, and permissions necessary to submit your data to the platform, and that submitting and processing your data through VeriProof does not violate any applicable law or third-party right.

Integrity proof for each record. Azure SQL Database Ledger is the default proof provider; a tenant can choose Solana instead. Solana receives fingerprints but no decision content or personal data. Its transactions are public and retained by the network. Azure SQL Database Ledger writes record fingerprints to an append-only table and relies on separately protected database digests for verification. The selected provider and the off-platform retention responsibilities are defined in the deployment agreement.

Data portability. Available export tools and APIs are described in the product documentation. Termination, export, and deletion periods are governed by your customer agreement and deployment model.

6. Intellectual property

Our IP. The VeriProof platform, website, and all associated content, including text, graphics, UI design, product documentation, software code, algorithms, and trade secrets, are the property of RJR Labs LLC or its licensors and are protected by copyright, trademark, patent, and other intellectual property law. These Terms do not grant you any ownership interest in any RJR Labs IP.

Limited license to use the website. We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the VeriProof website for your personal or organizational evaluation and reference purposes. This license does not permit commercial reproduction, redistribution, or creation of derivative works.

Platform license. Your right to access and use the VeriProof platform is governed by your subscription agreement with RJR Labs. These Terms do not independently create a platform license.

Trademarks. VeriProof, the VeriProof logo, and associated marks are trademarks of RJR Labs LLC. Nothing in these Terms grants you a license to use our trademarks. Do not use our marks in any way that implies endorsement, sponsorship, or affiliation without our written consent.

Feedback. If you provide suggestions, ideas, or feedback about the platform or website (“Feedback”), you grant RJR Labs a perpetual, irrevocable, worldwide, royalty-free license to use, implement, and commercialize that Feedback without restriction or compensation to you.

7. Third-party integrations and services

The VeriProof platform supports integrations with third-party services (such as observability platforms, GRC tools, and AI providers). Your use of those third-party services is governed by their own terms and privacy policies. We do not endorse, warrant, or assume responsibility for third-party services.

The VeriProof website may contain links to external websites. We do not endorse, control, or assume responsibility for the content, privacy practices, or availability of any external site. Visiting linked sites is at your own risk.

8. Availability and service levels

We aim to provide a reliable platform and use commercially reasonable efforts to maintain high availability. Platform-specific uptime commitments and incident response procedures are set out in your customer agreement or a Service Level Agreement (SLA) addendum, where applicable.

We reserve the right to:

• Perform scheduled maintenance, with advance notice where practical
• Temporarily suspend the platform in response to a security incident or emergency
• Modify, update, or discontinue features with reasonable notice

The website is provided on an as-available basis with no uptime commitment.

9. Fees and payment

Subscription fees. If you access the platform under a paid subscription, fees are as set out in your order form or subscription agreement. All fees are non-refundable except as expressly stated in your customer agreement or required by applicable law.

Payment terms. Fees are due per the billing schedule in your order. Failure to pay may result in suspension or termination of platform access after notice and a cure period as specified in your customer agreement.

Taxes. Fees do not include any applicable taxes, levies, or duties. You are responsible for paying all taxes associated with your subscription, excluding taxes on our net income.

Pricing changes. We may change our published pricing at any time. For existing subscriptions, price changes will be communicated at least 30 days before taking effect.

10. Confidentiality

Each party agrees to hold the other’s confidential information in confidence and not to disclose it to third parties or use it for any purpose other than exercising rights or performing obligations under these Terms or a customer agreement.

Confidential information does not include information that: (a) is or becomes publicly known through no fault of the receiving party; (b) was already known to the receiving party without restriction; (c) is independently developed by the receiving party; or (d) is required to be disclosed by law or court order, provided the receiving party gives the other prompt written notice where legally permissible.

11. Disclaimer of warranties

THE VERIPROOF WEBSITE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.

THE REGULATORY AND COMPLIANCE INFORMATION PUBLISHED ON THIS WEBSITE AND IN OUR DOCUMENTATION IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE LEGAL ADVICE. YOU SHOULD OBTAIN GUIDANCE FROM QUALIFIED LEGAL COUNSEL FOR YOUR SPECIFIC COMPLIANCE SITUATION. WE MAKE NO WARRANTY THAT THE PLATFORM WILL SATISFY ANY PARTICULAR REGULATORY REQUIREMENT.

PLATFORM WARRANTIES, IF ANY, ARE SET OUT EXCLUSIVELY IN YOUR CUSTOMER AGREEMENT.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

No consequential damages. NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING FROM OR RELATING TO THESE TERMS OR THE USE OF THE WEBSITE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Cap on direct damages (website). RJR LABS’ TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING FROM YOUR USE OF THE PUBLIC WEBSITE (OUTSIDE OF A CUSTOMER AGREEMENT) SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100 USD).

Cap on direct damages (platform). PLATFORM LIABILITY CAPS ARE GOVERNED BY YOUR CUSTOMER AGREEMENT. ABSENT A SPECIFIC PROVISION, RJR LABS’ TOTAL LIABILITY FOR ANY CLAIM ARISING FROM THE PLATFORM SHALL NOT EXCEED THE FEES PAID BY YOU TO RJR LABS IN THE TWELVE MONTHS PRECEDING THE CLAIM.

Exceptions. Nothing in these Terms limits liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) a party’s indemnification obligations; or (d) any liability that cannot be excluded by applicable law.

13. Indemnification

You agree to defend, indemnify, and hold harmless RJR Labs, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising from:

• Your violation of these Terms or any applicable law
• Data or content you submit to the platform that infringes a third-party right or violates applicable law
• Your authorized users’ acts or omissions in connection with the platform
• Any claim that your use of the platform directly contributed to harm caused by an AI system you operate

RJR Labs will promptly notify you of any covered claim and cooperate reasonably in the defense at your expense. You may not settle any claim that imposes liability on, or requires an admission from, RJR Labs without our prior written consent.

14. Term and termination

Term. These Terms begin when you first access the website or platform and continue until terminated.

Termination by you. You may stop using the website at any time. Platform subscriptions may be cancelled per the terms of your customer agreement.

Termination by us. We may suspend or terminate your access to the website immediately if you breach these Terms. Platform subscription termination is governed by your customer agreement.

Effect of termination. Upon termination: (a) all licenses granted to you under these Terms cease; (b) you must immediately stop using the website; (c) provisions that by their nature should survive (including Sections 6, 10, 11, 12, 13, 15, and 16) will survive indefinitely.

15. Governing law and dispute resolution

Governing law. These Terms are governed by the laws of the State of New Jersey, United States, without regard to its conflict of law provisions.

Informal resolution. Before initiating formal proceedings, you agree to first contact us through the VeriProof contact form and give us 30 days to attempt to resolve the dispute informally.

Jurisdiction. For disputes that cannot be resolved informally, you and RJR Labs each consent to the exclusive jurisdiction of the state and federal courts located in New Jersey.

No class actions. To the extent permitted by law, you waive any right to bring claims as a plaintiff or class member in any class action, consolidated action, or representative proceeding.

Exception for EU and UK users. Nothing in this section prevents you from bringing a claim before your local courts or consumer protection authority if applicable EU or UK law grants you that right.

16. General provisions

Entire agreement. These Terms, together with the Privacy Policy and any applicable customer agreement, constitute the entire agreement between you and RJR Labs regarding the subject matter herein and supersede all prior or contemporaneous agreements, representations, or understandings.

Severability. If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force.

No waiver. Our failure to enforce any provision of these Terms does not constitute a waiver of our right to enforce that provision in the future.

Assignment. You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, or sale of assets, with notice to you.

Force majeure. Neither party is liable for any failure or delay in performance due to causes beyond its reasonable control, including natural disasters, war, government action, labor disputes, or infrastructure failures.

Changes to these Terms. We may update these Terms at any time. For material changes, we will update the effective date, post notice on this page, and notify platform customers by email at least 14 days before the change takes effect. Continued use of the website or platform after the effective date constitutes acceptance of the revised Terms.

Language. These Terms are written in English. Translations, if provided, are for convenience only. In the event of any conflict between a translation and the English version, the English version controls.

17. Contact

Questions about these Terms should be sent to:

RJR Labs LLC Legal Team VeriProof contact form

For privacy-specific inquiries, see our Privacy Policy.