Terms of service

1.The agreement

These terms are a contract between you and Vouch Limited, a company being incorporated in Nigeria; registration number to be added on incorporation (“Vouch”, “we”). They govern the website, the early-access programme, the hosted service (dashboard, APIs, hosted resolver and hosted modules) and the Vouch SDKs when used with the hosted service. By creating a workspace, installing the SDK against a Vouch account, or using the website, you accept them. If you accept on behalf of a company, you confirm you have authority to bind it.

The open-source software is licensed separately (Section 9). Our Privacy policy and, for customers, the Data Processing Agreement form part of this agreement. If they conflict, the DPA prevails for personal data, then these terms, then any order form.

2.Definitions

• Customer: the person or company that owns a workspace.
• Workspace: a Customer account containing apps, team members and billing.
• App: a mobile application the Customer registers in a Workspace.
• End user: a person who uses a Customer’s App or opens a Customer’s link.
• Customer data: data the Customer or its End users submit to the service, including data sent by the SDK.
• Monthly active device: a device on which the SDK reports at least one open in a calendar month. This is the primary billing meter.
• Modules: Links, Security, Referrals, Web-to-App, Creators and Cross-Promotion, as each becomes available.

3.Eligibility, accounts and security

You must be at least 18 and able to form a contract. You are responsible for everyone you add to your Workspace and for what they do with the roles you give them. Keep credentials and secret API keys confidential; publishable keys may be embedded in Apps. Tell us immediately at support@vouch.dev if you suspect unauthorised access.

We may require email verification, two-factor authentication or identity checks for features that move money, such as payouts.

4.The service and early access

We provide the hosted service as described in our documentation, which we update as Modules ship. Features marked as coming soon, beta or early access are provided as-is, may change or be withdrawn without notice, may have lower availability, and are excluded from any service-level commitment.

Joining the early-access list creates no obligation on either side. Free plans may be limited, changed or discontinued on 30 days’ notice.

We may modify the service, provided that we do not materially reduce the core functionality of a paid plan during a paid term without offering a pro-rated refund.

5.Your responsibilities and acceptable use

You are responsible for your Apps, your links, your programmes and your Customer data. You must:

• have a lawful basis, and where required consent, for everything the SDK collects from your End users, and give them a privacy notice that covers it;
• comply with the Apple App Store and Google Play policies that apply to your App, including rules on deferred deep linking, in-app messaging about web pricing, referral incentives and recommendations of other apps;
• only link to content you have the right to link to, and never use links to phish, deceive, distribute malware or evade platform protections;
• run referral, creator and cross-promotion programmes honestly: no self-referral, no incentivised installs disguised as organic, no ranking manipulation, no misleading creatives;
• not attempt to probe, scrape, overload or reverse engineer the hosted service, forge attestations or signatures, or bypass rate limits;
• not use the service for anything unlawful, or for content that is hateful, sexually exploitative, or that infringes others’ rights.

We may suspend or restrict a Workspace, App or programme that we reasonably believe breaches this section, presents a security or fraud risk, or exposes us to liability. Where practical we will warn you first and lift the restriction when the issue is resolved.

6.Customer data and privacy

You own your Customer data. You grant us a licence to host, process, transmit and display it only as needed to provide the service, to prevent abuse, and to produce aggregated statistics that do not identify you or any End user. We do not build profiles of End users across different Customers’ Apps and we do not sell Customer data.

For personal data of End users we act as your processor under the DPA. We provide deletion and export APIs so you can honour your users’ requests. You are responsible for configuring retention, match windows and data collection settings appropriately for your users and your jurisdiction.

You can export your data at any time in the formats the dashboard and API provide. After a Workspace is closed we delete Customer data within 90 days, except backups that expire on their own schedule and records we must keep by law.

7.Fees, billing and taxes

Paid plans are billed in advance, monthly or annually, plus usage above the included allowance as shown on the pricing page or your order form. Usage is measured primarily in Monthly active devices, and for some Modules as a percentage of web revenue processed or commissions paid. Our measurements are final unless shown to be wrong.

Prices exclude taxes. You are responsible for VAT, GST, sales and similar taxes except taxes on our income. If you are exempt, provide a valid certificate.

We may change prices with at least 30 days’ notice; changes take effect at your next renewal. If you exceed your plan limits we will notify you and either bill for the overage at the published rate or ask you to upgrade. Unpaid invoices may lead to suspension after 14 days’ notice. Fees are non-refundable except where these terms or the law say otherwise.

8.Checkout, entitlements and payouts

The Web-to-App Module connects to your own account with a payment provider or a merchant of record. That provider, not Vouch, processes payments and holds card data; their terms apply to those payments. Vouch is not a bank, payment processor, money transmitter or merchant of record and never holds your customers’ funds.

The Creators Module calculates commissions and instructs payouts through a payout provider that also performs identity and tax collection. You are the party paying your partners; we provide the ledger and the instruction. You are responsible for the terms you offer partners and for any withholding obligations that fall on you.

Entitlement data we hold is a synchronised record of what your payment provider and the app stores tell us. Where they disagree, their records govern, and we surface the conflict for you to resolve.

9.Open-source software

The client and server SDKs are licensed under the MIT licence. The Links server and resolver, the Security verifier and gateway, and the core dashboard are licensed under the GNU Affero General Public License version 3. Those licences, shipped with each repository, govern your use of that code, including self-hosting. Nothing in these terms restricts rights those licences grant you.

Hosted-only Modules and risk intelligence are not open source and may be used only through the hosted service.

10.Intellectual property and feedback

We own the hosted service, its software, documentation and brand, apart from the open-source code licensed to you under Section 9 and your Customer data. You may not use our name or logo to imply endorsement without written permission, except to say truthfully that your App uses Vouch.

If you send us feedback or suggestions we may use them without obligation to you.

11.Third-party platforms

The service depends on Apple, Google and other platforms whose behaviour, policies and APIs change without notice to us. We monitor those changes and adapt, but we cannot guarantee that a given deep-linking, attestation or attribution technique will keep working, that the platforms will approve your App, or that a store will not change its rules. Match rates and attribution are reported honestly, including whether a match was deterministic or probabilistic, and are estimates, not guarantees.

12.Confidentiality

Each party will keep the other’s non-public information confidential, use it only for this agreement, and protect it with at least reasonable care, for the term and three years after. This does not apply to information that is public, independently developed, or lawfully received from someone else, or that must be disclosed by law after giving notice where allowed.

13.Warranties and disclaimers

We warrant that the paid hosted service will perform materially as described in the documentation and that we will provide it with reasonable skill and care. Your remedy for breach of this warranty is for us to fix the problem or, if we cannot, to refund fees for the affected period.

Otherwise, and to the extent the law allows, the service, the website and early-access features are provided “as is” without any other warranty, express or implied, including fitness for a particular purpose and non-infringement. We do not warrant that the service will be uninterrupted or error-free. Nothing in these terms limits rights that consumer law gives you and that cannot be excluded.

14.Limitation of liability

To the extent permitted by law, neither party is liable for indirect, consequential, special or punitive damages, or for lost profits, revenue, data or goodwill, however caused.

Each party’s total liability under this agreement in any twelve-month period is limited to the fees you paid us in that period, or USD 100 if you paid nothing.

These limits do not apply to a party’s indemnity obligations, breach of confidentiality, infringement of the other party’s intellectual property, fraud, death or personal injury caused by negligence, or any liability that cannot be limited by law.

15.Indemnities

You will defend and indemnify us against third-party claims arising from your Apps, your Customer data, your programmes, or your breach of Section 5, including claims by End users, partners or platform operators.

We will defend and indemnify you against third-party claims that the hosted service, used as permitted, infringes their intellectual property rights. We may modify or replace the service to avoid infringement, or terminate the affected part and refund prepaid fees for it. This does not cover claims arising from your data, your modifications, or combinations with things we did not supply.

16.Term, suspension and termination

This agreement starts when you first use the service and continues until terminated. You may close your Workspace at any time from the dashboard; paid terms run to the end of the current billing period. Either party may terminate for material breach not cured within 30 days of written notice. We may terminate free Workspaces that have been inactive for 12 months after 30 days’ notice.

On termination your access ends, you remain liable for fees incurred, and Section 6 governs deletion of your data. Sections that by their nature should survive (payment, confidentiality, warranties, liability, indemnities, governing law) survive.

17.General

• Changes. We may update these terms. For material changes we give customers at least 30 days’ notice by email or in the dashboard. Continued use after the effective date is acceptance.
• Notices. To us: legal@vouch.dev. To you: the email of your Workspace owner.
• Export and sanctions. You may not use the service if you are subject to sanctions or in a country subject to comprehensive sanctions, and you will comply with export laws.
• Assignment. Neither party may assign this agreement without consent, except to a successor in a merger or sale of substantially all assets.
• Entire agreement. These terms, the DPA, the privacy policy and any order form are the whole agreement and replace prior discussions. If a clause is unenforceable the rest stands.
• Governing law. This agreement is governed by the laws of the Federal Republic of Nigeria. Disputes will first be raised in writing and discussed in good faith for 30 days; failing resolution, the courts of Lagos State, Nigeria have exclusive jurisdiction, without prejudice to mandatory consumer protections where you live.

18.Contact

Legal notices: legal@vouch.dev

Support: support@vouch.dev

Postal address: [Registered address to be confirmed]