VAULTSTAGE TERMS OF SERVICE

For VaultStage customers and authorized users

Last updated: August 28, 2026

Notice: By logging in to, accessing, or using VaultStage, you agree to these Terms of Service. Welcome to VaultStage. These Terms of Service ("Terms") govern the access to and use of VaultStage by each organization that uses the Services ("Customer") and that Customer’s authorized users ("you"). "VaultStage," "Company," "we," "us," and "our" mean the VaultStage business that provides the Services.

The Services include VaultStage websites, applications, APIs, software, warehouse and inventory tools, supplier and customer management tools, DTC commerce functionality, analytics, artificial intelligence, and related services that we make available.

An "Order Form" means an ordering document, subscription plan, statement of work, or other written agreement that identifies purchased Services, fees, term, and any Customer-specific commitments. Only Services expressly enabled for Customer or identified in an Order Form are part of Customer’s purchased scope. A roadmap, demonstration, beta, planning document, or reference to possible functionality is not a commitment to deliver that functionality unless an executed Order Form expressly says otherwise.

By creating an account, logging in to, accessing, or using the Services, Customer and its authorized users agree to these Terms. If you do not agree, do not create an account, log in, access, or use the Services.

If you use the Services on behalf of a company or other organization, you represent that you have authority to accept these Terms for that organization.

1. PLATFORM SERVICES

Depending on Customer's enabled scope, the Platform may provide functionality including:

• inventory and SKU management;
• warehouse management;
• inbound and outbound inventory tracking;
• receiving and put-away;
• purchasing and purchase orders;
• supplier and vendor management;
• customer relationship and account management;
• sales and order management;
• fulfillment management;
• returns and inventory adjustments;
• DTC commerce operations;
• shipping and logistics integrations;
• reporting and dashboards;
• APIs and third-party integrations;
• forecasting and recommendations;
• business intelligence;
• artificial intelligence and machine-learning functionality; and
• other related services made available by Company.

Company may improve, modify, add, or remove Platform functionality from time to time. Availability varies by Order Form, release, integration status, and Customer configuration; listing functionality in these Terms does not mean it is enabled or production-ready for Customer.

2. CUSTOMER ACCOUNTS

Customer is responsible for:

• maintaining accurate account information;
• maintaining the confidentiality of login credentials;
• controlling access by Customer’s employees and authorized users;
• actions taken through Customer’s account;
• promptly disabling accounts of individuals who should no longer have access; and
• notifying Company of suspected unauthorized access.

Customer may only permit authorized personnel to use the Services.

3. FEES AND PAYMENT

Customer will pay all fees described in the applicable subscription plan, order form, or other written agreement.

Unless otherwise stated:

• subscription fees are billed in advance;
• fees are non-refundable except where required by law or expressly provided in an applicable order form;
• Customer is responsible for applicable taxes; and
• Company may suspend Services for overdue undisputed amounts after reasonable notice.

Company may offer different pricing tiers based on functionality, transaction volume, warehouse locations, users, API usage, analytics, or other usage characteristics.

4. CUSTOMER DATA

“Customer Data” means data, information, records, files, and content submitted to, transmitted through, collected through, or generated from Customer’s use of the Services.

Customer Data may include:

• inventory information;
• SKU and UPC information;
• product catalog information;
• warehouse information;
• inventory levels;
• inventory movements;
• purchase orders;
• receiving records;
• supplier information;
• vendor information;
• pricing information;
• sales information;
• customer information;
• DTC transaction information;
• order information;
• fulfillment data;
• shipping information;
• returns;
• geographic sales information;
• operational information;
• historical transaction information;
• product performance;
• supplier lead times;
• sell-through information;
• marketing and promotion information;
• data received through third-party integrations; and
• other information processed through the Services.

5. OWNERSHIP OF CUSTOMER DATA

As between Customer and Company, Customer retains ownership of Customer’s underlying Customer Data. Customer’s use of the Platform does not transfer ownership of Customer’s underlying Customer Data to Company.

Customer grants Company the licenses and rights described in these Terms.

6. LICENSE TO PROCESS CUSTOMER DATA

Customer grants Company a worldwide, non-exclusive, royalty-free, sublicensable license to collect, host, store, copy, organize, normalize, transmit, process, analyze, transform, derive information from, and otherwise use Customer Data as necessary or useful to:

1. provide the Services;
2. maintain and secure the Platform;
3. provide analytics to Customer;
4. troubleshoot and support Customer;
5. improve Platform functionality;
6. develop new Platform products and features;
7. conduct research and statistical analysis;
8. develop artificial intelligence and machine-learning systems;
9. create Aggregated Data;
10. create Derived Intelligence;
11. develop market forecasts and benchmarks; and
12. exercise the other rights expressly described in these Terms.

The foregoing license is subject to applicable privacy law, any applicable Data Processing Addendum, and the restrictions described in these Terms. After termination, Company may retain and use Customer Data only as permitted by Section 25, including Customer Data already transformed into Aggregated Data or Derived Intelligence.

7. ARTIFICIAL INTELLIGENCE AND MACHINE LEARNING

Customer expressly acknowledges and authorizes Company to use Customer Data to develop, train, test, validate, evaluate, operate, and improve:

• machine-learning models;
• artificial intelligence systems;
• forecasting systems;
• recommendation engines;
• inventory optimization models;
• demand prediction systems;
• supply-chain models;
• market prediction models;
• pricing and trend models;
• anomaly-detection systems;
• benchmarking systems;
• statistical models;
• proprietary algorithms; and
• other analytical technologies.

Models may learn from information contributed by multiple customers and other lawful data sources.

Company may retain statistical relationships, model parameters, weights, patterns, learnings, algorithms, and other model improvements generated through such processing.

Company will not intentionally design externally distributed AI outputs to reveal Customer Confidential Information or identifiable personal information. Nothing in this Section authorizes processing of identifiable personal information contrary to Sections 13 and 14 or an applicable Data Processing Addendum.

8. CROSS-CUSTOMER DATA ANALYSIS

Customer expressly authorizes Company to perform analysis across datasets originating from multiple customers.

Company may combine information derived from Customer Data with information derived from:

• other Platform customers;
• wholesalers;
• distributors;
• retailers;
• brands;
• manufacturers;
• suppliers;
• logistics networks;
• third-party licensed datasets;
• public datasets;
• economic information; and
• other lawful data sources.

Cross-customer analysis may be used for:

• market forecasting;
• demand forecasting;
• inventory forecasting;
• product trend analysis;
• geographic demand analysis;
• category analysis;
• supply-chain analysis;
• supplier-performance analysis;
• lead-time prediction;
• pricing trend analysis;
• sell-through analysis;
• industry benchmarking;
• market research;
• economic analysis;
• commercial intelligence; and
• development of new products and services.

9. AGGREGATED AND DE-IDENTIFIED DATA

"Aggregated Data" means information derived from Customer Data that has been combined, aggregated, anonymized, de-identified, statistically transformed, or otherwise processed so that it is not reasonably capable of identifying Customer, a household, or an identifiable individual.

Company may:

• create Aggregated Data;
• combine Aggregated Data across customers;
• retain Aggregated Data;
• analyze Aggregated Data;
• publish Aggregated Data;
• license Aggregated Data;
• sell Aggregated Data;
• commercialize Aggregated Data; and
• use Aggregated Data to create additional products and services.

Where applicable law regulates de-identified information, Company will take reasonable measures designed to prevent association with an identifiable individual or household, publicly commit to maintain such information in de-identified form, not intentionally attempt to re-identify it except to test de-identification controls as permitted by law, and contractually require recipients to maintain it in de-identified form and not re-identify it.

10. DERIVED INTELLIGENCE

“Derived Intelligence” means information, insights, predictions, forecasts, models, scores, indices, trends, statistics, benchmarks, patterns, and analytical outputs produced by Company through analysis of Customer Data or Aggregated Data.

Derived Intelligence may include, for example:

• category demand forecasts;
• regional demand forecasts;
• inventory indices;
• brand demand indicators;
• sell-through benchmarks;
• market-share estimates;
• inventory velocity benchmarks;
• supplier performance benchmarks;
• product opportunity scores;
• market trend reports;
• pricing trends;
• seasonal demand predictions;
• economic indicators;
• market-risk scores; and
• artificial-intelligence-generated recommendations.

Company owns all right, title, and interest in Derived Intelligence, subject to Customer’s ownership of its underlying Customer Data and the confidentiality and personal-information restrictions in these Terms.

11. COMMERCIAL MARKET INTELLIGENCE

Customer expressly acknowledges that Company operates, or may operate, a commercial data analytics and market-intelligence business in addition to providing software services.

Company may develop, market, publish, distribute, license, sublicense, sell, or otherwise commercialize Aggregated Data and Derived Intelligence.

Products may include:

• market research reports;
• demand forecasts;
• industry reports;
• benchmarks;
• dashboards;
• market indices;
• data feeds;
• APIs;
• AI-powered analytics;
• predictive models;
• subscription intelligence products;
• custom research;
• category intelligence;
• brand intelligence; and
• other commercial analytical products.

Such products may be provided to:

• brands;
• manufacturers;
• wholesalers;
• distributors;
• retailers;
• suppliers;
• logistics providers;
• financial institutions;
• investors;
• market-research organizations;
• consulting firms;
• other Platform customers; and
• other commercial partners.

Company is not required to pay Customer royalties or compensation solely because Customer Data contributed to Aggregated Data, models, or Derived Intelligence unless Company and Customer separately agree otherwise in writing.

12. PROTECTION OF CUSTOMER CONFIDENTIAL INFORMATION

"Customer Confidential Information" means Customer Data and other non-public information disclosed by or for Customer that is marked confidential or that a reasonable business would understand to be confidential given its nature and the circumstances of disclosure. Customer Confidential Information does not include information that Company can document: (a) is or becomes public without breach of these Terms; (b) was lawfully known to Company without confidentiality duty before disclosure; (c) is lawfully received from a third party without confidentiality duty; or (d) is independently developed without use of Customer Confidential Information.

Company will use reasonable measures to protect Customer Confidential Information and may disclose it only to personnel, contractors, and subprocessors who need it to perform the Services and are bound by appropriate confidentiality duties, or when disclosure is legally required. Where legally permitted, Company will give Customer reasonable notice of a compelled disclosure.

Company will not commercially disclose Customer Confidential Information in a manner that identifies Customer as the source unless:

1. Customer has authorized the disclosure;
2. the information has become public through no breach by Company;
3. disclosure is legally required; or
4. the parties separately agree in writing.

For example, Company may commercially provide an aggregated forecast such as: "Demand for athletic footwear in the Northeast is projected to increase approximately 14%."

Company will not intentionally publish information such as: "Customer X currently holds exactly 42,381 units, purchased at an average cost of $37.20," unless Customer separately authorizes that disclosure.

This Section does not restrict Company's rights in Aggregated Data or Derived Intelligence that satisfy the definitions and restrictions in these Terms.

13. PERSONAL INFORMATION

Customer Data may contain information relating to identifiable individuals ("Personal Information").

Where Company processes Personal Information solely on Customer's behalf, Customer acts as the controller or business and Company acts as the processor or service provider, as those terms are defined by applicable law. Company will process such Personal Information only to provide, maintain, secure, support, and improve the Services; follow Customer's documented instructions; comply with law; perform obligations in an applicable Data Processing Addendum; or create de-identified information as permitted by law.

Unless applicable law or a separate written agreement permits otherwise, Company will not sell or share identifiable Personal Information for cross-context behavioral advertising or distribute it for another customer's independent use.

Where applicable, Company will process Personal Information in accordance with:

• applicable privacy laws;
• Company's Privacy Policy;
• an applicable Data Processing Addendum; and
• these Terms.

Customer is responsible for ensuring that it has appropriate rights, permissions, lawful bases, contracts, and notices necessary to provide Personal Information to Company and to direct Company to process it.

Nothing in these Terms waives or restricts rights that individuals cannot lawfully waive under applicable privacy law.

14. PERSONAL DATA AND CROSS-CUSTOMER AI

Unless permitted under applicable law or separately authorized in writing, Company will not commercially distribute directly identifiable individual-level Personal Information obtained from one Customer for the independent use of another customer.

Company may use information derived from Personal Information for cross-customer analytics, model development, forecasting, benchmarking, and commercial intelligence only when that information is appropriately aggregated or de-identified in accordance with Section 9, or when another lawful basis and any required notices or consents apply. For clarity, Sections 7 through 11 authorize use of Customer Data for AI and commercial intelligence, while this Section limits use and disclosure of identifiable Personal Information. An applicable Data Processing Addendum controls if it imposes stricter personal-data requirements.

15. DATA SOURCES AND THIRD-PARTY INTEGRATIONS

Customer may connect the Platform to third-party services including:

• e-commerce platforms, including Shopify when activated;
• marketplaces;
• accounting systems;
• ERP systems;
• shipping providers;
• logistics providers;
• payment processors;
• CRM systems;
• supplier systems; and
• other software or data providers.

Customer authorizes Company to receive and process information from integrations Customer activates.

Customer is responsible for maintaining appropriate authorization to connect such systems and provide such information to Company. Before activating an integration that exposes Personal Information, Customer must provide legally required notices, update its public privacy disclosures, and obtain any required permissions or consents.

16. DATABASE, CLOUD AND SUBPROCESSORS

Company may use third-party service providers to operate the Services, including:

• database providers;
• cloud hosting providers;
• data warehouses;
• backup providers;
• cybersecurity providers;
• communications providers;
• analytics infrastructure;
• AI infrastructure providers;
• payment processors; and
• other technology vendors. These providers may process Customer Data only as necessary to provide services to Company or as otherwise authorized under applicable agreements.

Company will impose appropriate contractual confidentiality, privacy, and security obligations on material service providers that process Customer Data.

Company will make a current list of material subprocessors available in the Services or upon request.

17. SECURITY

Company will maintain reasonable administrative, organizational, and technical safeguards designed to protect Customer Data.

Such safeguards may include, where appropriate:

• encryption in transit;
• encryption at rest;
• authentication controls;
• role-based access controls;
• multi-factor authentication;
• audit logging;
• monitoring;
• backup systems;
• incident-response procedures;
• vulnerability management;
• employee confidentiality obligations;
• restricted production access; and
• security controls applicable to material service providers.

No Internet-connected system or database can be guaranteed to be completely secure.

Company therefore does not guarantee that security incidents can never occur.

18. SECURITY INCIDENTS

If Company becomes aware of a reportable unauthorized access to Customer Data, Company will, as applicable:

• investigate the incident;
• take reasonable steps to contain it;
• remediate identified vulnerabilities;
• mitigate reasonably foreseeable harm;
• notify Customer where required by law or contract; and
• reasonably cooperate regarding legally required notifications.

Company will notify Customer without undue delay after confirming a reportable incident, to the extent required by applicable law or contract.

19. CONFIDENTIALITY

Each party may receive Confidential Information from the other. "Confidential Information" includes non-public information relating to business operations, customers, suppliers, pricing, financial information, product roadmaps, software, technology, inventory, purchasing, trade secrets, and other information that a reasonable business would understand to be confidential.

Each receiving party will use reasonable measures to protect the disclosing party's Confidential Information, use it only to perform or exercise rights under these Terms, and disclose it only to personnel, contractors, advisers, and service providers who need to know it and are bound by appropriate confidentiality duties. A receiving party may disclose Confidential Information when legally required, subject to legally permitted notice to the disclosing party. Confidential Information does not include information that the receiving party can document is public without breach, lawfully known without confidentiality duty, lawfully received from another source without confidentiality duty, or independently developed without use of the disclosing party's Confidential Information.

The restrictions in this Section do not prevent Company from exercising its rights relating to Aggregated Data and Derived Intelligence as expressly provided in these Terms.

20. COMPANY INTELLECTUAL PROPERTY

Company and its licensors own all rights in and to:

• the Platform;
• software;
• source code;
• APIs;
• interfaces;
• workflows;
• databases created by Company;
• algorithms;
• models;
• model parameters;
• AI systems;
• Platform designs;
• analytics technology;
• Derived Intelligence;
• Aggregated Data;
• benchmarks;
• indices;
• reports; and
• other Company technology.

Except for the limited rights expressly granted under these Terms, Customer receives no ownership interest in Company intellectual property.

21. FEEDBACK

If Customer provides ideas, recommendations, enhancement requests, or other feedback relating to the Platform, Company may use such feedback without restriction or compensation to Customer.

22. ACCEPTABLE USE

Customer will not:

• use the Services unlawfully;
• attempt unauthorized access to Platform systems;
• interfere with Platform security;
• introduce malware;
• scrape or extract Platform proprietary information except through authorized functionality;
• reverse engineer the Platform except where such restriction is prohibited by law;
• misuse another customer’s data; or
• use the Platform in violation of applicable sanctions, export-control laws, or other applicable laws.

Without Company's prior written authorization and an applicable Order Form or Data Processing Addendum, Customer will not submit or cause the Services to process full payment-card credentials or security codes, government identification numbers, protected health information, biometric identifiers, account passwords belonging to Customer's consumers, precise geolocation, data known to concern children, or other regulated sensitive data.

Customer will not use an integration to access data beyond scopes approved by the applicable third-party platform and Company.

23. SUSPENSION

Company may suspend access where reasonably necessary to:

• prevent security threats;
• address unlawful activity;
• prevent material harm;
• respond to non-payment;
• comply with legal requirements; or
• address a material breach of these Terms.

Where reasonably practicable, Company will provide notice.

24. TERM AND TERMINATION

These Terms remain effective while Customer uses the Services.

Either party may terminate according to the applicable subscription plan or order form.

Company may terminate or suspend the Services for a material breach if Customer fails to cure the breach within any applicable cure period. Sections that by their nature should survive termination will survive, including Sections 5 through 14, 19 through 21, 25, 28 through 30, 33 through 35, and accrued payment obligations.

25. EFFECT OF TERMINATION ON DATA

Following termination, Company may delete Customer Data according to its retention policies, applicable law, and applicable contractual commitments.

Termination does not require Company to delete:

• Aggregated Data;
• properly de-identified information;
• Derived Intelligence;
• previously generated reports;
• benchmarks;
• indices;
• models;
• algorithms;
• statistical relationships;
• machine-learning parameters; or
• other analytical outputs that do not constitute Customer’s identifiable Confidential Information.

Company may continue to use these materials after termination.

26. CUSTOMER REPRESENTATIONS

Customer represents and warrants that:

1. Customer has authority to enter into these Terms;
2. Customer has the necessary rights to provide Customer Data to the Platform;
3. Customer’s provision of Customer Data will not knowingly violate applicable law or third-party rights;
4. Customer will provide required notices and obtain required permissions regarding personal information; and
5. Customer will use the Services in compliance with applicable law.

27. THIRD-PARTY SERVICES

The Services may integrate with third-party products and services.

Company does not control and is not responsible for third-party products except to the extent expressly stated in an applicable agreement.

Third-party services may be governed by separate terms and privacy policies.

28. DISCLAIMER

EXCEPT AS EXPRESSLY PROVIDED IN AN APPLICABLE WRITTEN AGREEMENT, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY DISCLAIMS IMPLIED WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FORECASTS, AI OUTPUTS, MARKET PREDICTIONS, RECOMMENDATIONS, BENCHMARKS, AND ANALYTICS ARE ESTIMATES AND SHOULD NOT BE TREATED AS GUARANTEES OF FUTURE RESULTS.

Customer remains responsible for its business, purchasing, pricing, inventory, investment, financial, and operational decisions.

29. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, OR LOST BUSINESS OPPORTUNITIES ARISING FROM THESE TERMS. EXCEPT FOR LIABILITY THAT CANNOT LAWFULLY BE LIMITED AND ANY SEPARATE LIABILITY CAP AGREED IN AN ORDER FORM, COMPANY’S AGGREGATE LIABILITY ARISING OUT OF THE SERVICES WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO COMPANY DURING THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

30. INDEMNIFICATION

Customer will defend and indemnify Company against third-party claims arising from:

• Customer’s unlawful use of the Services;
• Customer Data provided without required rights or authorization;
• Customer’s violation of applicable law; or
• Customer’s material violation of these Terms. Company’s indemnification obligations, if any, may be specified in an applicable enterprise order form.

31. CHANGES TO THESE TERMS

Company may update these Terms from time to time.

If Company makes a material change affecting how identifiable Customer Data is used, Company will provide appropriate notice and obtain additional consent where required by applicable law.

Company will not rely solely on a hidden or retroactive amendment to materially expand its rights to use identifiable data where affirmative consent is required by applicable law.

32. NOTICE AND ACCEPTANCE

Company may provide these Terms and related contractual notices electronically, including in the Services and in Settings.

By creating an account, logging in to, accessing, or using the Services, Customer accepts these Terms to the extent permitted by applicable law.

Company may maintain records of:

• the Terms version accepted;
• account identity;
• company identity;
• accepting user;
• date and time;
• IP address;
• acceptance event; and
• related audit information.

33. GOVERNING LAW

The governing-law and venue terms in an applicable Order Form control. If no Order Form specifies governing law and venue, these Terms are governed by the laws applicable to Company’s principal place of business, without regard to conflict-of-law principles.

Where no Order Form specifies venue, disputes will be resolved in the state or federal courts with jurisdiction over Company’s principal place of business, unless the parties separately agree to arbitration or another dispute-resolution mechanism.

34. ENTIRE AGREEMENT

These Terms, applicable order forms, the Privacy Policy, Data Processing Addendum, and any other documents expressly incorporated by reference constitute the entire agreement between Customer and Company regarding the Services.

If there is a conflict:

1. an executed Order Form controls regarding Customer-specific Service scope and commercial terms;
2. a Data Processing Addendum controls regarding processing of Personal Information;
3. these Terms otherwise control.

35. DATA AND AI COMMERCIALIZATION ACKNOWLEDGMENT

Customer specifically acknowledges and agrees that:

(a) Company is not solely a software hosting provider and may operate an analytics, artificial-intelligence, forecasting, and market-intelligence business; (b) Customer Data may contribute to development and improvement of Company’s artificial intelligence, machine-learning, forecasting, benchmarking, and analytical technologies as described in these Terms; (c) information derived from Customer Data may be combined with information derived from other customers and lawful external sources; (d) Company may create Aggregated Data and Derived Intelligence; (e) Company may commercially license, sell, distribute, publish, and otherwise monetize Aggregated Data and Derived Intelligence; (f) commercially distributed outputs will not intentionally identify Customer as the source of Customer Confidential Information unless separately authorized; and (g) Customer gains no ownership of Company models, algorithms, forecasts, Aggregated Data, Derived Intelligence, or commercial market-intelligence products merely because Customer Data contributed to their development.