These Terms of Use describe the terms and conditions that apply between User and Virtual Vaults with regard to gaining access to and using the Service. By accepting these Terms of Use, whether by clicking a box indicating your acceptance, by submitting another document, by using (or making any payment for) the Services, or by otherwise indicating your acceptance of these Terms of Use, you agree to the provisions of these Terms of Use and the terms and conditions declared applicable herein.
Account Information means the information provided by User to Virtual Vaults in connection with creating, administering and/or maintaining an account. Account information includes, for example, names, usernames, passwords, telephone numbers, email addresses, invoice details and usage information linked to your account.
Artificial Intelligence (AI) has the meaning set out in the AI Act (REGULATION (EU) 2024/1689).
Authorisation/Authorised refers to the authorisations granted by or on behalf of Customer to access and use of the Service.
Content means all data stored by User in the Service, with the exception of Account Information.
Confidential Information means information that, by its nature, is confidential or has been designated as such, including in any event personal data, trade secrets and know-how, source code, commercial plans, financial information, Content and customer and client data.
Customer means the contracting party that purchases one or more Services from Virtual Vaults.
Documentation means (user) documentation provided by Virtual Vaults relating to the Services (for example, user manuals) that can be found at support.virtualvaults.com, and may be updated from time to time.
Fair Use Policy refers to the policy to prevent use of the Service that significantly deviates from the intended purpose or scope of the Service and the applicable Subscription Plan. The Fair Use Policy is further elaborated at support.virtualvaults.com.
Non-Virtual Vaults Application means any service, application or integration that works with the Service and is not provided by Virtual Vaults.
Service means the online software-as-a-service platform (including all related APIs) provided by Virtual Vaults, and all related applications and services as applicable. ‘Service’ does not include Non-Virtual Vaults applications.
User means any individual who Customer Authorises to obtain access to the Service. A User may have various roles that are specified in the Service or the applicable Documentation.
Virtual Vaults is Virtual Vaults Nederland B.V.
1.1 These Terms of Use apply to the use of the Services and the Content by User.
1.2 The Terms of Use are available in Dutch and in various translations. In the event of possible differences in interpretation, the Dutch version will prevail.
1.3 The headings in these Terms of Use are of an informative nature. No rights or obligations can be derived from them.
2.1 An account is personal and linked to a specific User and may not be shared in any form whatsoever. User only has access to and may only use the Service if Authorised to do so, and only for the period for which they are Authorised to do so, and only as set out in these Terms of Use.
2.2 User may only use the Service for the specific purpose for which access was granted. User may only view, download or change the Content in accordance with these Terms of Use.
2.3 User has access to and may use the Service for the period specified by Customer or, in the absence of such specification, for the period for which User has an account. Access to the Service may be revoked or suspended by Virtual Vaults at any time and without prior notice in the event of a breach or impending breach of any provision of these Terms of Use, without being liable in any way, subject to the provisions of Article 9.
2.4 User will observe due care at all times and will not act unlawfully towards third parties. This obligation entails, in particular, respecting the intellectual property rights of Virtual Vaults and any third parties, respecting the privacy of third parties, not distributing Content or other Confidential Information, or other data that are contrary to the applicable laws and regulations or the purpose of the Service, not providing unauthorised access to the Service, not spreading viruses or other malicious programs or data via the Service and refraining from any crime or breach of any other statutory or contractual obligation. The use of the Service must not contravene these Terms of Use or any applicable legislation.
2.5 In the event that User has been authorised by or on behalf of Customer to upload Content to the Service, User will ensure that a backup of that Content is retained for at least the duration of the Service.
2.6 Virtual Vaults gives no guarantees and has no obligations towards User. The Services are provided to Customer.
2.7 If User makes use of the Microsoft 365 integration in the Service, for example to edit a Word or Excel document, User guarantees that they hold a valid Microsoft 365 license covering such use. This requirement does not apply to view-only access. User indemnifies Virtual Vaults against any and all claims related to User not having a valid Microsoft 365 license.
3.1 Virtual Vaults is not responsible for the Content uploaded to the Service. User bears responsibility for the use and/or interpretation of the Content in the Service.
3.2 Subject to Article 9, Virtual Vaults is not liable for any loss or destruction of, or damage to, Content, and is not responsible for the repair or restoration of damaged or lost Content.
3.3 Virtual Vaults bears no responsibility for incorrect and/or negligent use of the Service by User or a third-party.
3.4 Virtual Vaults has the right to take measures at all times, including but not limited to removing Content to avoid or limit liability to third parties or for other reasons.
3.5 If a problem arises concerning the Content, User must comply with any reasonable request from Virtual Vaults or Customer to solve or reduce the problem.
3.6 User must immediately report any problems regarding the Service or the Content to Virtual Vaults or Customer. The initial notification of the problem may be made by telephone or in-person, but a written notification should immediately follow this.
3.7 User will immediately inform Virtual Vaults or Customer in writing of any problem regarding the use of the Content or if he receives a complaint or claim that may limit the use of the Content.
3.8 The use of the Services is subject to the Fair Use Policy. The Fair Use Policy applies to all Services and Subscription Plans.
4.1 User must adequately secure his systems and infrastructure and have up-to-date antivirus software systems and infrastructure at all times. User will take all necessary technical and organisational measures to protect the Content on the Service against loss or unlawful access and processing.
4.2 User will not remove or bypass any technical measures designed to protect the Service, or have such technical measures removed or bypassed. Upon request, User will immediately cooperate in any investigation by or on behalf of Virtual Vaults concerning User’s compliance with these Terms of Use.
5. Registering and reporting
5.1 Any actions by User and any use that User makes of the Service are (automatically) captured and registered by Virtual Vaults. This includes use of the Service through the API or the MCP (Model Context Protocol) server. Virtual Vaults may report such information to Customer as part of the Service. This information can, for example, be used to prove when certain information was viewed or downloaded by User.
6.1 User is required to keep all Confidential Information strictly confidential. However, this confidentiality obligation does not apply to the extent that User is obliged to disclose Confidential Information pursuant to a court order or statutory regulation and in so far as User cannot claim a statutory professional duty of confidentiality.
6.2 Customer, as the purchaser of the Service, is liable for all acts of its Users. Virtual Vaults shall, in accordance with Section 9.1, in no event be liable for any damages resulting from any violation by Users of these Terms of Use.
7. Intellectual property rights
7.1 All intellectual property rights to the Service are vested exclusively in Virtual Vaults, its licensors or its suppliers.
7.2 All intellectual property rights to the Content made available to User through the Service are held by Customer, its licensors or third parties. In the absence of a Customer these rights will be held by User, its licensors or third parties.
7.3 User is not permitted to remove or modify any designation concerning the confidential nature of, or concerning the copyright, brands, trademarks, trade names or any other intellectual property rights relating to the Service or the Content, or to have such designation removed or modified.
7.4 User may not reverse engineer, decompile, hack, disable, interfere with, disassemble, modify, copy, translate or disrupt the features, functionality, integrity or performance of the Service (including any mechanism used to limit or control the functionality of the Service), or the use by third parties of the Service or any third-party data therein (unless the aforementioned restrictions are not permitted under applicable mandatory law).
7.5 If User provides feedback, suggestions, tips, etc., to Virtual Vaults, Virtual Vaults is entitled to do anything it so desires with such feedback without owing any compensation.
8. Duration and termination
8.1 These Terms of Use enter into effect when User’s account is created and will continue to apply for as long as User has an account.
8.2 The account may be terminated by Virtual Vaults with due observance of a notice period of one (1) calendar month. User may terminate his account at any time.
8.3 Without prejudice to the termination options provided in these Terms of Use, Virtual Vaults may immediately terminate the account if User does not comply with the Fair Use Policy, does not comply with these Terms of Use or customary social norms, breaks the law or acts improperly in some other way.
9.1 Any liability of Virtual Vaults to User on any legal basis whatsoever, including under indemnity and in respect of non-performance of a warranty obligation, is excluded. The exclusions and limitations of Virtual Vaults’ liability referred to in these Terms of Use will be inapplicable if and to the extent that such exclusions and/or restrictions conflict with any applicable mandatory law.
9.2 To the extent that the exclusion of liability is contrary to any applicable mandatory law, but a limitation of liability is permitted under such law, Virtual Vaults’ liability to User as a result of a breach of these Terms of Use or on any legal basis whatsoever, expressly including any non-performance of a warranty obligation, is limited to compensation of attributable damage and loss up to a maximum of €5,000 or up to the maximum amount to which liability may be limited without violating any applicable mandatory law.
10.1 Virtual Vaults processes User’s personal data when using a Service. This mainly concerns account information, as well as the information Virtual Vaults captures under article 5 hereof which is used to secure, operate, improve and develop the Service.
10.2 All information about privacy, what Virtual Vaults does with User’s personal data and what rights Users have can be found in the Privacy Statement.
10.3 In order to be able to use the Services properly, cookies may be placed by Virtual Vaults. All information about cookies and which cookies Virtual Vaults uses can be found in the Cookie Statement.
11. Artificial Intelligence (AI) and connected applications
11.1 Virtual Vaults may include AI as part of a Service. When Virtual Vaults uses AI in or for the benefit of the Services, Virtual Vaults will comply with the obligations under the AI Act (REGULATION (EU) 2024/1689).
11.2 User acknowledges that AI does not always operate flawlessly and will assess and verify the output for suitability for User’s applications. Virtual Vaults does not warrant the quality of the output produced by AI. User is responsible for its own use of any output generated by AI, including where User transfers or makes such output available to third parties.
11.3 User may connect a Non-Virtual Vaults Application to the Service, including any application that uses the API or MCP server of Virtual Vaults, where Customer has enabled this. All use of the Service and all access to Content through a Non-Virtual Vaults Application connected by User is deemed to be use of the Service by User. This will apply regardless of whether User performs the action within that Non-Virtual Vaults Application or the Non-Virtual Vaults Application acts autonomously on behalf of User, for example as an AI agent. User shall at all times remain responsible and liable for any such use and/or processing of Content by means of a Non-Virtual Vaults Application outside the Service, including processing outside the European Economic Area.
12. Governing law and disputes
12.1 These Terms of Use are governed by Dutch law.
12.2 Any disputes arising under the Terms of Use will be settled by arbitration in accordance with the Arbitration Rules of the Foundation for the Resolution of ICT Disputes (SGOA), without prejudice to the right of each of the Parties to seek relief in (arbitral) preliminary relief proceedings and without prejudice to the right of each of the Parties to take prejudgment legal measures. The place of arbitration will be The Hague, the Netherlands.
12.3 If a dispute arising under the Terms of Use falls within the jurisdiction of the subdistrict court, each of the Parties will be entitled, in derogation from the provisions of this article, to bring the case before the competent District Court as a subdistrict court case. The Parties will only have the aforementioned entitlement if no arbitration proceedings have yet been instituted in respect of the dispute in question in accordance with the provisions of this article. If, with due observance of the provisions of this article, the case is brought before the competent court by one or more of the Parties for examination and adjudication, the subdistrict court of that District Court will be competent to hear and decide on the matter.
12.4 With regard to a dispute arising under the Terms of Use, either Party is entitled in all cases to initiate ICT Mediation proceedings in accordance with the SGOA’s ICT Mediation Regulations. The other Party is required to participate in ICT Mediation proceedings instituted actively. In any event, has the legally enforceable obligation to attend at least one joint meeting between the mediators and the parties in order to give this extrajudicial form of dispute settlement a chance. Either Party will be free to terminate the ICT Mediation proceedings at any time after the first joint meeting between the mediators and the Parties. The provisions of this paragraph do not prevent a Party from requesting relief in (arbitral) preliminary relief proceedings if it deems such necessary.
