TERMS OF SERVICE

Effective Date: September 10, 2025

1. Acceptance of Terms

These Terms of Service (“Terms”) constitute a legal agreement between you and Verabit Labs Ltd, a Delaware corporation (“Company,” “we,” “us,” or “our”) governing your access to and use of our AI-powered code vulnerability scanning service and any related services, software, or applications (collectively, the "Service"). By accessing, browsing, or using our Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.

2. Description of Service

Our Service provides automated security vulnerability scanning and analysis of source code repositories using artificial intelligence and machine learning technologies. The Service is designed to identify potential security vulnerabilities, coding errors, and other issues within software code and provide recommendations for remediation.

3. Eligibility and Account Registration

3.1 Eligibility Requirements

To use our Service, you must be at least 18 years of age and have the legal capacity to enter into binding agreements. You represent and warrant that you are not subject to economic sanctions, trade restrictions, or export controls imposed by the United States government or any other applicable jurisdiction. You further represent that your use of the Service will not violate any applicable laws or regulations.

3.2 Account Creation and Authentication

Account registration requires authentication through Google OAuth. By connecting your Google account, you authorize us to access your email address and other profile information made available through the Google authentication process. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

3.3 Accuracy of Information

You agree to provide accurate, current, and complete information during account registration and to promptly update such information to maintain its accuracy. You are solely responsible for any consequences arising from the provision of inaccurate or outdated information.

4. Acceptable Use Policy

4.1 Permitted Uses

You may use our Service solely for the purpose of scanning and analyzing source code repositories that you own or have explicit authorization to access and analyze. You may use the results of such scans to improve the security and quality of your software code.

4.2 Prohibited Uses

You agree not to use our Service for any purpose that is unlawful or prohibited by these Terms. Specifically, you agree not to:

Illegal Activities. Use the Service for any illegal purpose or in violation of any applicable local, state, national, or international law or regulation.

Unauthorized Access. Attempt to gain unauthorized access to any portion of the Service, other users’ accounts, or any systems or networks connected to the Service through hacking, password mining, or any other means.

Malicious Activities. Use the Service to develop, distribute, or facilitate malware, viruses, or other malicious code, or to conduct any form of cyber attack or security breach against any system, network, or third party.

Intellectual Property Violations. Scan or analyze code that you do not own or lack proper authorization to access, or use the Service in a manner that infringes upon the intellectual property rights of others.

Confidentiality Breaches. Use the Service to scan code in violation of any confidentiality agreement, non-disclosure agreement, or other contractual obligation.

Competitive Activities. Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying algorithms of our Service, or use the Service to develop competing products or services.

Service Abuse. Engage in any activity that interferes with or disrupts the Service or servers and networks connected to the Service, including but not limited to denial-of-service attacks or excessive automated requests.

Account Sharing. Share your account credentials with any third party or allow any third party to access your account.

5. Code Repository Access and Processing

5.1 Repository Connection and Authorization

When you connect GitHub repositories to our Service, you grant us permission to access, download, and process the complete contents of such repositories. You represent and warrant that you have the necessary rights and authority to grant such access and that such access does not violate any third-party rights or agreements.

5.2 Third-Party AI Processing

Consent to Third-Party Processing. You acknowledge and consent that your source code and repository data will be transmitted to and processed by third-party artificial intelligence service providers, including but not limited to OpenAI, Inc., Anthropic, Inc., and other large language model providers. This processing is necessary for our Service to perform vulnerability analysis.

Third-Party Risks. You acknowledge and accept the risks associated with third-party processing of your code, including but not limited to potential data breaches, unauthorized access, or misuse by such third parties. We are not responsible for the security practices or data handling of these third-party providers.

5.3 Code Ownership and Licensing

You retain all right, title, and interest in your source code. By using our Service, you grant us a non-exclusive, worldwide, royalty-free license to access, use, copy, and process your code solely for the purpose of providing the Service to you.

6. Payment Terms and Credit System

6.1 Credit-Based Billing Model

Our Service operates on a prepaid credit system. You must purchase credits in advance to use the Service. Credits are consumed based on your usage of the Service, including but not limited to the number of scans performed, the amount of code analyzed, and other Service features utilized.

6.2 Payment Processing

All payments are processed through Stripe, Inc., a third-party payment processor. You agree to provide accurate and complete billing information and to promptly update such information if it changes. You authorize us to charge your designated payment method for all fees incurred in connection with your use of the Service.

6.3 No Refunds Policy

All purchases of credits are final and non-refundable. We do not provide refunds, credits, or other compensation for any reason, including but not limited to account termination, Service discontinuation, dissatisfaction with Service results, or unused credits. Credits are not redeemable for cash and have no monetary value outside of our Service.

6.4 Credit Expiration and Usage

Credits do not expire but may only be used within our Service. Credits are non-transferable and may not be sold, traded, or otherwise transferred to third parties.

6.5 Pricing Changes

We reserve the right to modify our pricing structure, credit costs, and fee schedules at any time in our sole discretion. Pricing changes will apply to future credit purchases and will not affect credits already purchased.

7. Account Termination and Suspension

7.1 Termination by Company

We reserve the right, in our sole discretion, to suspend, disable, or terminate your account and access to the Service at any time, for any reason or no reason, with or without notice. Circumstances that may result in account termination include but are not limited to violation of these Terms, suspected fraudulent or abusive activity, prolonged inactivity, or our determination that continued provision of Service is not in our business interests.

7.2 Immediate Suspension

We may immediately suspend your access to the Service without prior notice if we believe, in our sole discretion, that you have violated these Terms or that your continued use of the Service poses a risk to us, other users, or third parties.

7.3 Effect of Termination

Upon termination of your account, you will immediately lose access to the Service and all associated data, including scan results and account information. You will not receive any refund of unused credits or prepaid fees. We reserve the right to delete your account data at our discretion, but we are under no obligation to do so and may retain your data indefinitely as described in our Privacy Policy.

7.4 Survival

Sections relating to payment obligations, intellectual property, disclaimers, limitations of liability, and other provisions that by their nature should survive termination will continue in effect after termination of these Terms.

8. Intellectual Property Rights

8.1 Service Ownership

The Service, including all software, algorithms, methodologies, user interfaces, and related technology, is and remains our exclusive property or the property of our licensors. Nothing in these Terms grants you any right, title, or interest in our intellectual property except for the limited license to use the Service as expressly permitted herein.

8.2 Scan Results and Analysis

While you retain ownership of your source code, the vulnerability scan results, analysis reports, and recommendations generated by our Service are our proprietary work product. You are granted a limited, non-exclusive license to use such results solely for your internal security and development purposes.

8.3 Feedback and Suggestions

If you provide us with any feedback, suggestions, or ideas regarding our Service, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such feedback into our Service without any obligation to you.

9. Disclaimers and Limitations of Liability

9.1 Service Disclaimers

“AS IS” BASIS. THE SERVICE IS 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, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

No Availability Guarantee. We do not warrant that the Service will be uninterrupted, error-free, or completely secure. We may modify, suspend, or discontinue the Service at any time without notice.

Scan Result Accuracy. We make no representations or warranties regarding the accuracy, completeness, or reliability of vulnerability scan results. Scan results may contain false positives, may fail to identify actual vulnerabilities, and should not be relied upon as the sole method of security assessment.

9.2 Limitation of Liability

MAXIMUM LIABILITY. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE EXCEED THE TOTAL AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

EXCLUDED DAMAGES. IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, REGARDLESS OF WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Third-Party Services. We are not responsible for any damages or losses arising from your use of or reliance on third-party services, including AI service providers and payment processors.

9.3 Security and Data Risks

You acknowledge and accept the inherent risks associated with cloud-based services and internet-based data transmission, including but not limited to the risk of unauthorized access, data breaches, or data loss. We implement reasonable security measures but cannot guarantee absolute security.

10. Indemnification

You agree to indemnify, defend, and hold harmless Company and its officers, directors, employees, agents, and representatives from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to your use of the Service, your violation of these Terms, your violation of any third-party rights, or any content you submit through the Service.

11. Compliance and Legal Requirements

11.1 Sanctions and Export Controls

You represent and warrant that you are not located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive economic sanctions by the United States, and that you are not identified on any U.S. government list of prohibited or restricted parties.

11.2 Applicable Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of New York, without regard to its conflict of law principles. Any disputes arising under these Terms shall be subject to the exclusive jurisdiction of the courts located in New York County, New York.

11.3 Compliance with Laws

You agree to comply with all applicable federal, state, local, and international laws and regulations in connection with your use of the Service.

12. General Provisions

12.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and us regarding the Service and supersede all prior or contemporaneous communications and proposals between the parties.

12.2 Amendments

We reserve the right to modify these Terms at any time by posting the revised Terms on our website. Your continued use of the Service after such posting constitutes your acceptance of the modified Terms.

12.3 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the remaining Terms will remain in full force and effect.

12.4 Waiver

Our failure to enforce any right or provision of these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing.

12.5 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.

13. Contact Information

If you have any questions about these Terms, please contact us at legal@zellic.io.

Terms of Service | V12 - Autonomous Solidity Audits