Terms of Service

By accessing or using any website, product, application, or service operated by Vantir Labs, Inc. ("Vantir Labs," "we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must not access or use our services. These Terms constitute a legally binding agreement between you (an individual or a legal entity, referred to as "User," "you," or "your") and Vantir Labs, Inc., a company incorporated and operating in the Philippines. If you are accessing or using our services on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.

Vantir Labs provides a range of digital products and professional services, which may include but are not limited to: — Software-as-a-Service (SaaS) applications and web-based tools — Developer APIs and API integration services — Consulting, design, and custom software development services — Technical support and maintenance services We reserve the right to modify, suspend, or discontinue any part of our services at any time, with or without notice. We shall not be liable to you or any third party for any such modification, suspension, or discontinuation. Access to certain features or services may require account registration, payment of fees, or acceptance of additional terms specific to that product or service.

To use our services, you must be at least eighteen (18) years of age and legally capable of entering into a binding contract under the laws of the Philippines. By using our services, you represent and warrant that you meet these requirements. When you register for an account, you agree to: — Provide accurate, current, and complete information during registration — Maintain and promptly update your account information to keep it accurate and complete — Maintain the confidentiality of your account credentials, including your password — Notify us immediately at hello@vantirlabs.com of any unauthorized access to or use of your account — Accept responsibility for all activities that occur under your account We reserve the right to suspend or terminate accounts that contain false or misleading information or that are used in violation of these Terms.

You agree to use our services only for lawful purposes and in a manner that does not infringe the rights of others or restrict or inhibit their use and enjoyment of our services. You must not use our services to: — Violate any applicable Philippine law, regulation, or ordinance, including but not limited to the Cybercrime Prevention Act of 2012 (Republic Act No. 10175) and the Electronic Commerce Act of 2000 (Republic Act No. 8792) — Upload, transmit, or distribute any content that is illegal, defamatory, obscene, fraudulent, or harmful — Infringe upon the intellectual property rights of Vantir Labs or any third party — Engage in unauthorized access, hacking, or any activity that interferes with or disrupts our services or servers — Transmit spam, phishing attempts, malware, or any other malicious code — Impersonate any person or entity or misrepresent your affiliation with any person or entity — Collect or harvest personal data of other users without their explicit consent — Use automated means (bots, scrapers, crawlers) to access our services without prior written authorization We reserve the right to investigate and take appropriate action against anyone who, in our sole discretion, violates these provisions, including removing content, suspending or terminating accounts, and reporting violations to relevant authorities.

All content, materials, software, designs, logos, trademarks, trade names, and other intellectual property made available through our services ("Vantir Labs IP") are owned by or licensed to Vantir Labs, Inc. and are protected by applicable Philippine and international intellectual property laws, including the Intellectual Property Code of the Philippines (Republic Act No. 8293). Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use our services for your personal or internal business purposes only. You must not: — Copy, modify, distribute, sell, sublicense, or create derivative works of any Vantir Labs IP without our prior written consent — Remove or alter any copyright, trademark, or other proprietary notices — Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of our software — Use our trademarks, logos, or brand assets without our express written permission Any feedback, suggestions, or ideas you provide to us regarding our services may be used by us without any obligation to compensate you or maintain confidentiality. Where services involve the development of custom software or deliverables on your behalf, intellectual property ownership of those deliverables will be governed by the applicable service agreement or statement of work entered into between you and Vantir Labs.

Our services may allow you to upload, submit, store, transmit, or display content, including text, data, files, images, or other materials ("User Content"). You retain all ownership rights in your User Content. By submitting User Content to our services, you grant Vantir Labs a worldwide, non-exclusive, royalty-free, sublicensable license to use, reproduce, process, adapt, and display your User Content solely to the extent necessary to provide and improve our services. You represent and warrant that: — You own or have the necessary rights and permissions to submit the User Content — Your User Content does not violate any third-party intellectual property rights, privacy rights, or applicable laws — Your User Content does not contain any content prohibited under Section 4 (Acceptable Use Policy) of these Terms We reserve the right to remove any User Content that we determine, in our sole discretion, violates these Terms or is otherwise objectionable.

Certain services offered by Vantir Labs are provided on a paid basis. All applicable fees will be disclosed to you prior to the commencement of the relevant service or subscription. Unless otherwise specified in a separate service agreement: — All fees are quoted and payable in Philippine Pesos (PHP) or such other currency as agreed in writing — Fees are due and payable in advance or as otherwise stated in the applicable invoice or order form — All fees are exclusive of applicable taxes, including Value Added Tax (VAT) as required under the National Internal Revenue Code of the Philippines (Republic Act No. 8424, as amended) — You are responsible for all applicable taxes unless you provide a valid tax exemption certificate We reserve the right to modify our pricing at any time. For existing subscriptions, we will provide at least thirty (30) days' written notice before any price change takes effect. Your continued use of the service after the price change constitutes your acceptance of the new pricing. Failure to pay any fees when due may result in suspension or termination of your access to the relevant services.

In the course of using our services, you may have access to information that Vantir Labs designates as confidential or proprietary ("Confidential Information"). You agree to: — Use Confidential Information solely for the purpose of using our services as permitted under these Terms — Not disclose Confidential Information to any third party without our prior written consent — Take reasonable measures to protect the confidentiality of such information, using at least the same degree of care you use to protect your own confidential information This obligation of confidentiality does not apply to information that: (a) is or becomes publicly available through no fault of yours; (b) was rightfully known to you before disclosure by Vantir Labs; (c) is independently developed by you without use of Confidential Information; or (d) is required to be disclosed by law or court order, provided you give us prompt prior written notice where permitted.

Your use of our services is subject to our Privacy Policy, which is incorporated by reference into these Terms. Our Privacy Policy describes how we collect, use, and protect your personal data in accordance with Republic Act No. 10173, also known as the Data Privacy Act of 2012. By using our services, you consent to the collection and use of your personal information as described in our Privacy Policy. You may view our full Privacy Policy at vantirlabs.com/privacy. To the extent you share with us any personal data of third parties in connection with our services, you represent and warrant that you have obtained all necessary consents and have the legal authority to share such data with us.

Our services are provided on an "as is" and "as available" basis, without warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement, to the fullest extent permitted by applicable law. We do not warrant that: — Our services will be uninterrupted, error-free, or completely secure — The results obtained from using our services will be accurate, reliable, or meet your requirements — Any defects or errors in our services will be corrected Some jurisdictions do not allow the exclusion of certain warranties, so the above exclusions may not apply to you in full. In such cases, our liability will be limited to the greatest extent permitted by applicable law.

To the maximum extent permitted by applicable Philippine law, Vantir Labs, its directors, officers, employees, agents, and affiliates shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or in connection with your use of or inability to use our services, even if we have been advised of the possibility of such damages. In no event shall our total cumulative liability to you for all claims arising out of or relating to these Terms or our services exceed the greater of: (a) the total fees paid by you to Vantir Labs in the twelve (12) months preceding the event giving rise to the claim, or (b) Five Thousand Philippine Pesos (PHP 5,000.00). These limitations apply regardless of the legal theory on which any claim is based (whether in contract, tort, strict liability, or otherwise) and whether or not we have been advised of the possibility of such damages. Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by Philippine law.

You agree to indemnify, defend, and hold harmless Vantir Labs, Inc. and its directors, officers, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: — Your use of or access to our services in violation of these Terms — Your User Content or any content you submit through our services — Your violation of any applicable law, regulation, or third-party rights — Any misrepresentation made by you in connection with your use of our services We reserve the right to assume exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you agree to cooperate with us in asserting any available defenses.

Either party may terminate the agreement formed by these Terms at any time. You may terminate your account by contacting us at hello@vantirlabs.com and ceasing your use of our services. Any fees paid prior to termination are non-refundable except as required by applicable law or as expressly stated in a separate service agreement. We may suspend or terminate your access to our services immediately and without prior notice if: — You breach any provision of these Terms and fail to cure such breach within seven (7) days of written notice — We are required to do so by law or a government or regulatory authority — Your continued use of our services creates a risk to us or to other users Upon termination, all licenses and rights granted to you under these Terms will immediately cease. Provisions of these Terms that by their nature should survive termination shall survive, including Sections 5, 8, 10, 11, 12, and 14.

These Terms shall be governed by and construed in accordance with the laws of the Republic of the Philippines, without regard to its conflict of law provisions. Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, or invalidity thereof, shall be resolved as follows: Negotiation — The parties shall first attempt to resolve any dispute through good-faith negotiation for a period of thirty (30) days from the date the disputing party provides written notice of the dispute. Mediation — If the dispute is not resolved through negotiation, the parties may agree to submit the dispute to mediation before a mutually agreed mediator or through the Philippine Mediation Center. Litigation — If mediation is unsuccessful or not agreed upon, the dispute shall be submitted to the exclusive jurisdiction of the appropriate courts of Makati City, Metro Manila, Philippines. Nothing in this section prevents either party from seeking urgent interim or injunctive relief in any competent court.

Entire Agreement — These Terms, together with our Privacy Policy and any applicable service agreements, constitute the entire agreement between you and Vantir Labs with respect to the subject matter hereof and supersede all prior or contemporaneous agreements, representations, or understandings. Severability — If any provision of these Terms is found to be invalid, illegal, or unenforceable by a competent court, the remaining provisions shall continue in full force and effect. Waiver — Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. A waiver of any provision will only be effective if made in writing and signed by an authorized representative of Vantir Labs. Assignment — You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction. Notices — All notices or communications required under these Terms shall be in writing and delivered by email. Notices to us should be sent to hello@vantirlabs.com. Notices to you will be sent to the email address associated with your account. Force Majeure — Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including natural disasters, acts of government, labor disputes, or disruptions to internet infrastructure.

We reserve the right to modify these Terms at any time. When we make material changes, we will update the "Last Updated" date at the top of this page and, where appropriate, notify you by email or through a notice on our website. Your continued use of our services after any changes to these Terms constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using our services. We encourage you to review these Terms periodically to stay informed of any updates.

If you have any questions, concerns, or requests regarding these Terms of Service, please contact us at: Vantir Labs, Inc. Email: legal@vantirlabs.com Website: vantirlabs.com Philippines For privacy-related inquiries, please contact our Data Protection Officer at privacy@vantirlabs.com.