This is a product-ready working draft, not final legal advice. Company identity, governing law, notice addresses, liability caps, and regional provisions must be completed by qualified counsel before customers accept it.
1. Agreement and eligibility
By accessing or using Vigil, the customer agrees to these terms on behalf of the organization it represents. The person accepting must have authority to bind that organization. Vigil is intended for workplace use and not for personal or consumer use by children.
2. The service
Vigil provides security-awareness lessons, assessments, assignments, reminders, reporting, evidence workflows, and optional integrations. Features may change as the service develops. Vigil may provide previews, beta features, or free trials with additional limitations and without a production service commitment.
3. Accounts and administrators
The customer is responsible for its workspace, administrator designations, authorized users, configuration, and activities performed through its accounts. Credentials must be protected and suspected unauthorized use reported promptly. Administrators may access learner assignments, attempts, scores, and completion records on behalf of the customer.
4. Acceptable use
Customers and users may not misuse the service, interfere with its operation, evade access controls, probe systems without written authorization, upload malicious code, violate law or third-party rights, use training to harass or discriminate, or submit information they lack authority to process. Vigil may restrict activity posing a security, legal, or operational risk.
5. Customer data and content
The customer retains its rights in customer data and custom content. The customer grants Vigil the limited rights necessary to host, process, transmit, back up, and display that material to provide and protect the service. The customer is responsible for lawful collection, instructions, notices, permissions, and the accuracy of uploaded content.
6. Vigil content and license
Vigil and its licensors retain rights in the service, software, designs, documentation, and lesson content. During an active subscription, Vigil grants the customer a limited, non-exclusive, non-transferable right to use the service internally. Customers may not resell, reproduce at scale, remove proprietary notices, or use Vigil content to build a competing training catalog except where an agreement expressly permits it.
7. Fees, seats, and renewal
Fees, licensed-seat quantities, billing minimums, subscription term, taxes, and renewal terms are shown at checkout or in an order form. Unless stated otherwise there, subscriptions are billed in advance and payments are non-refundable except when required by law. Paddle may act as merchant of record and provide invoices, tax calculation, and payment processing under its applicable terms.
8. Third-party services
Slack, Paddle, Vanta, Drata, AI providers, and other connected services are governed by their own terms. The customer authorizes Vigil to exchange the information necessary to operate enabled integrations. Vigil is not responsible for third-party changes, suspension, content, or processing outside Vigil’s control.
9. Confidentiality and security
Each party will use reasonable care to protect the other party’s non-public information and use it only to perform the agreement. Confidentiality does not cover information independently developed, lawfully received without restriction, or publicly available without breach. Required disclosures should be limited and notified when legally permitted.
10. Suspension and termination
Vigil may suspend access reasonably necessary to address security threats, unlawful use, material breach, or overdue undisputed fees. Either party may terminate for uncured material breach according to the applicable order. After termination, access ends and customer data is handled under the documented export and deletion process.
11. Disclaimers and liability
Security training reduces risk but cannot prevent every incident or establish compliance by itself. Except for express commitments in an applicable agreement, the service is provided without implied warranties to the maximum extent permitted by law. Final warranty exclusions, liability caps, excluded damages, indemnities, and jurisdiction-specific exceptions must be completed in the customer agreement reviewed by counsel.
12. General terms
Neither party may assign the agreement except as permitted in an order form or in connection with a qualifying corporate transaction. Neither party is liable for delay caused by events beyond reasonable control. If a provision is unenforceable, the remainder continues. Governing law, venue, legal notices, and the contracting Vigil entity will be specified before commercial acceptance.