VINEVAULT TERMS OF SERVICE

Last updated: May 2026
Effective date: May 2026

Introduction

These Terms of Service ("Terms") govern access to and use of Vinevault's website, customer portal, software, backup services, recordkeeping services, account administration tools, support communications, and related services (collectively, the "Services").

These Terms are entered into between Vinevault, LLC ("Vinevault," "we," "us," or "our") and the person, company, or organization that accesses or uses the Services ("Customer," "you," or "your").

By creating an account, purchasing a subscription, accessing the customer portal, connecting a property management software account, clicking to accept these Terms, or otherwise using the Services, you agree to be bound by these Terms. If you are using the Services on behalf of a company or organization, you represent that you have authority to bind that company or organization to these Terms.

If you do not agree to these Terms, you may not access or use the Services.

Relationship to Other Agreements

These Terms apply to the Services unless a separate written agreement signed by Vinevault states otherwise.

Additional terms may apply to certain Services, including:

Vinevault's Privacy Policy
Any applicable Data Processing Agreement
Any applicable Beta Addendum
Any Order, invoice, subscription confirmation, statement of work, or other written agreement between you and Vinevault
Any Documentation made available by Vinevault

If there is a conflict between documents, the following order of precedence controls unless a signed written agreement expressly states otherwise:

A signed written agreement between you and Vinevault
A Data Processing Agreement, for data processing matters
A Beta Addendum, for Beta Services
An Order, invoice, subscription confirmation, or statement of work
These Terms
Documentation
The Privacy Policy

If there is a conflict between these Terms and an applicable Data Processing Agreement regarding the processing of Customer Data or Backup Data, the Data Processing Agreement will control to the extent of the conflict.

The applicable Order, checkout confirmation, invoice, subscription confirmation, or statement of work will identify the specific Services purchased, subscription term, payment schedule, backup cadence, pricing tier, supported Property Management Software, and any plan-specific limitations.

Who We Are

Vinevault, LLC is a limited liability company registered in the State of Utah, Davis County. Vinevault provides independent recordkeeping and backup services for property management software users.

Vinevault is an independent service and is not affiliated with, endorsed by, sponsored by, or controlled by any property management software company.

Definitions

For purposes of these Terms:

"Account Credentials" means the API key, login credential, token, password, or other access method you provide so Vinevault can connect to your property management software account and create Backup Data on your behalf.

"Backup Data" means the copy, snapshot, export, archive, report, file, or other backup record created by Vinevault from Customer Data.

"Beta Services" means free trials, beta services, pilot programs, early access features, experimental features, pre-release features, test services, or services made available for evaluation before general release.

"Customer Data" means the records, files, documents, data, and information copied from your connected property management software account as part of the Services. Customer Data may include property records, owner information, resident information, applicant information, vendor information, lease records, ledgers, transaction history, maintenance records, inspection records, communications, notes, reports, uploaded files, attachments, and other information stored in your property management software account.

"Documentation" means any written instructions, product descriptions, help materials, technical materials, guides, onboarding instructions, or other documentation made available by Vinevault regarding the Services.

"Downloaded Backup Data" means Backup Data that Customer or a User downloads, exports, copies, stores, transfers, prints, shares, or otherwise removes from Vinevault-controlled systems.

"Order" means an order form, checkout confirmation, subscription selection, invoice, written proposal, statement of work, or other purchase record identifying the Services purchased by Customer.

"Property Management Software" means the third party property management software system, platform, account, database, or service that Customer connects to Vinevault.

"Services" means Vinevault's website, customer portal, software, backup services, recordkeeping services, account administration tools, support communications, and related services.

"Subscription Term" means the period during which Customer has purchased access to the Services.

"User" means any employee, contractor, owner, administrator, representative, agent, consultant, or other individual authorized by Customer to access or use the Services.

Eligibility and Business Use

The Services are intended for business and professional use by property management companies, property owners, operators, consultants, and other authorized business users.

You may not use the Services if you are under 18 years old or if you are prohibited from using the Services under applicable law.

If you access or use the Services on behalf of a company or organization, you represent and warrant that:

You have authority to accept these Terms on behalf of that company or organization
The company or organization agrees to be bound by these Terms
All information you provide to Vinevault is accurate and complete
You will ensure that all Users comply with these Terms

Account Registration, Account Owner Authority, and User Access

To use the Services, you may be required to create a Vinevault account and provide certain account, billing, contact, and subscription information.

Vinevault may treat the account owner, billing contact, and authorized administrators of record as authorized to manage the account, add or remove Users, change subscription settings, request deletion, disable or replace Account Credentials, download Backup Data, and provide instructions on Customer's behalf.

You are responsible for:

Maintaining accurate account information
Keeping your Vinevault login credentials confidential and secure
Controlling access to your Vinevault account
Designating and managing authorized Users
Removing access for Users who should no longer have access
Reviewing User permissions and account activity
All activity that occurs under your account, whether authorized by you or not, except to the extent caused by Vinevault's breach of these Terms

You agree to notify Vinevault promptly at support@vinevault.io if you suspect unauthorized access to your Vinevault account, Account Credentials, or connected Property Management Software account.

Vinevault may rely on instructions, actions, approvals, and requests submitted through your account or by your account owner, billing contact, authorized administrators, or authorized Users.

Internal Customer Disputes

Vinevault is not responsible for resolving internal disputes between Customer's owners, officers, employees, contractors, administrators, Users, clients, investors, representatives, or other related parties regarding account access, authority, ownership, billing, downloads, deletion, Account Credentials, or use of Backup Data.

Vinevault may rely on the instructions of the account owner, billing contact, or authorized administrator of record unless Vinevault is legally required to do otherwise or Vinevault determines, in its reasonable discretion, that following such instructions creates legal, security, operational, or financial risk.

If Vinevault becomes aware of an internal dispute regarding authority or access, Vinevault may suspend access, restrict changes, or require additional verification or documentation before taking action.

Description of Services

Vinevault provides backup and recordkeeping services that allow Customers to connect supported Property Management Software accounts and create copies, snapshots, exports, archives, or other backup records of available Customer Data.

Vinevault currently supports backups from Rentvine. Vinevault may add support for additional property management software systems in the future. Supported systems, available data fields, backup scope, export format, integration method, and available functionality may vary by Property Management Software provider.

The Services may include:

Scheduled weekly, monthly, or quarterly backups
One-time backups or archive services
Client portal access
Downloadable backup records
Backup status notifications
Backup completion confirmations
Backup history and audit logs
Account administration tools
Support communications
Related recordkeeping tools and functionality

The specific Services available to you depend on your subscription plan, Order, product availability, supported Property Management Software, technical configuration, and any applicable Beta Addendum or other written agreement.

Subscription Plans and Included Features

Vinevault may offer recurring annual subscriptions and one-time backup or archive services.

Recurring subscriptions are annual subscriptions, even if paid monthly. Customers may select a backup cadence, such as weekly, monthly, or quarterly, depending on the plans then available. Customers may also be assigned to a pricing tier based on unit count, supported Property Management Software, number of connected accounts, backup cadence, storage needs, or other plan-specific factors.

Subscription plans may vary by supported Property Management Software, backup frequency, one-time versus recurring backup availability, storage limits, number of connected accounts, number of Users, retention period, access method, download format, support level, available features, and other plan-specific terms.

Vinevault may offer different plans, features, pricing, and limitations for different customers, use cases, Property Management Software systems, or service levels.

Customers may request to upgrade or downgrade backup cadence, account tier, unit count tier, or other plan features if permitted by Vinevault. Changes may affect pricing, billing, available features, backup frequency, or service access. Vinevault may require updated account information, unit count information, billing information, or other verification before processing plan changes.

Customer is responsible for providing accurate unit count and account tier information. If Customer's unit count, connected accounts, backup cadence, or plan usage changes, Vinevault may adjust the applicable pricing tier, fees, or plan limitations prospectively in accordance with the applicable Order or subscription terms.

Features not expressly included in your Order, subscription plan, or written agreement are not included in your subscription.

Vinevault may add, modify, limit, suspend, or discontinue features as described in these Terms.

Nature and Limitations of the Services

Vinevault is a backup and recordkeeping tool. Vinevault is not the system of record for your business, property management operations, accounting records, legal records, lease files, resident files, owner records, vendor records, or compliance records.

You remain responsible for maintaining your own books, records, files, documents, contracts, accounting records, legal records, regulatory records, tax records, and business records as required by applicable law, contract, industry standards, and your own business practices.

You are responsible for verifying that Backup Data is complete, accurate, usable, and sufficient for your intended purposes.

Vinevault does not guarantee that Backup Data will be sufficient, complete, admissible, or legally adequate for any particular purpose, including litigation, regulatory compliance, audit, dispute resolution, accounting, tax, insurance, property management, owner reporting, resident disputes, vendor disputes, or records retention requirements.

Vinevault does not provide legal, tax, accounting, insurance, compliance, or property management advice. You should consult your own professional advisors regarding your legal, regulatory, tax, accounting, insurance, and operational obligations.

No Emergency Use, Disaster Recovery Guarantee, Legal Hold, or Fiduciary Role

The Services are not intended for emergency access, disaster recovery guarantees, business continuity guarantees, real-time operational recovery, legal hold management, regulatory preservation management, or emergency response unless expressly agreed in a signed written agreement.

Vinevault does not provide legal hold services. Customer is responsible for identifying, preserving, exporting, downloading, and retaining any records subject to litigation hold, audit, investigation, subpoena, regulatory inquiry, insurance claim, dispute, or other preservation obligation.

Vinevault is not a fiduciary, escrow agent, legal custodian, records custodian, trustee, accountant, property manager, attorney, compliance officer, insurance advisor, or tax advisor for Customer or any third party.

Source System Access and Account Credentials

To use the Services, you may need to provide Account Credentials that allow Vinevault's automated systems to connect to your Property Management Software account and create Backup Data.

You authorize Vinevault to use Account Credentials solely to provide the Services, including accessing, copying, processing, storing, and making available Customer Data and Backup Data on your behalf.

Account Credentials are encrypted immediately upon receipt and are not stored by Vinevault in readable form. Vinevault personnel cannot view or retrieve previously entered Account Credentials. If Account Credentials need to be changed, you may enter new credentials, but previously entered Account Credentials will not be visible to you or to Vinevault personnel.

Account Credentials are used by automated systems to perform backup operations. You acknowledge that Account Credentials may exist in readable form only during automated processing necessary to perform a backup operation.

Vinevault will never ask you to send Account Credentials by email. If Account Credentials need to be added, updated, disabled, or replaced, they must be entered through the secure process made available by Vinevault.

You are responsible for:

Providing accurate and valid Account Credentials
Maintaining access to your Property Management Software account
Ensuring that your Property Management Software account permissions allow Vinevault to perform the requested backup operations
Updating Account Credentials if they expire, are revoked, are changed, or stop working
Disabling, replacing, or revoking Account Credentials when appropriate
Ensuring that your use of Vinevault does not violate any agreement between you and your Property Management Software provider

If Account Credentials are invalid, disabled, expired, revoked, incomplete, or insufficient, Vinevault may be unable to perform scheduled or on-demand backups.

Authorization to Access Customer Data

You authorize Vinevault to access, copy, process, store, transmit, and make available Customer Data and Backup Data as necessary to provide the Services.

You represent and warrant that:

You own or have sufficient rights to Customer Data
You have the legal authority to connect your Property Management Software account to Vinevault
You have the legal authority to authorize Vinevault to access, copy, process, store, and make available Customer Data and Backup Data
You have obtained any rights, permissions, notices, consents, or authorizations required under applicable law or contract
Your use of the Services does not violate any law, contract, privacy obligation, data protection obligation, lease, property management agreement, owner agreement, vendor agreement, employment obligation, or third party right

You acknowledge that Customer Data and Backup Data may contain Personal Information or sensitive information belonging to property owners, residents, applicants, vendors, employees, business contacts, and other third parties.

Vinevault is not responsible for determining whether you have obtained the rights, permissions, notices, consents, or authorizations required to use the Services.

Source Data Accuracy and Completeness

Vinevault copies Customer Data from your Property Management Software account as it exists and is available at the time of each backup.

Vinevault does not control, create, verify, correct, validate, or monitor the accuracy, completeness, legality, or integrity of Customer Data in your Property Management Software account.

Vinevault is responsible for operating the Services as described in these Terms and any applicable Order or written agreement. Vinevault is not responsible for:

Errors, omissions, gaps, inaccuracies, corruption, or incompleteness in Customer Data
Source system permissions that prevent access to certain records
Source system configuration issues
Customer-created errors
Third party software limitations
Records that are deleted, altered, unavailable, or inaccessible before a backup occurs
Data not made available through the Property Management Software account, API, export process, permissions, or integration method

You are responsible for reviewing Backup Data and confirming whether it meets your operational, legal, accounting, audit, and records retention needs.

Source System Limitations and Third Party Software

The Services depend on the availability, permissions, performance, functionality, data structure, API, export tools, security settings, and access rules of your Property Management Software and other third party systems.

Vinevault does not control Property Management Software providers or other third party systems. Vinevault is not responsible for failures, delays, limitations, changes, outages, API restrictions, permission changes, data access restrictions, export limitations, pricing changes, account suspensions, or other actions or omissions of any Property Management Software provider or third party service.

If a Property Management Software provider changes, limits, disables, restricts, removes, or charges for access to data, APIs, exports, credentials, reports, files, attachments, or other records, Vinevault may be unable to create complete or timely backups.

Vinevault may modify, suspend, or discontinue support for a Property Management Software system if continued support becomes unavailable, impractical, commercially unreasonable, insecure, unlawful, or inconsistent with Vinevault's obligations.

No Modification of Source System Records

Vinevault is designed to copy records from your Property Management Software account. Vinevault does not use Account Credentials to intentionally alter, delete, or modify records in your Property Management Software account.

You acknowledge that connecting to third party systems may create access logs, API logs, connection records, session records, metadata, or similar technical records in the Property Management Software or related systems.

You remain responsible for monitoring and managing your Property Management Software account, user permissions, account settings, API permissions, and source system records.

Scheduled Backups, Backup Failures, and Notifications

If your subscription includes scheduled backups, Vinevault will attempt to perform backups according to the cadence associated with your subscription plan or account settings, such as weekly, monthly, or quarterly.

The specific day or time a scheduled backup is performed may vary. Vinevault may schedule, stagger, delay, or reschedule backup operations to optimize system performance, reduce load, maintain security, respect technical limits, and reduce operational impact on supported Property Management Software systems.

Backups may fail, be delayed, or be incomplete for reasons including:

Invalid, expired, disabled, revoked, or insufficient Account Credentials
Property Management Software downtime or access restrictions
API limitations or changes
Source system errors
Internet, hosting, or infrastructure issues
Customer account configuration issues
Payment failure or account suspension
Maintenance, updates, or security events
Beta product limitations
Events outside Vinevault's reasonable control

Vinevault is designed to send automated system notifications when a new backup is created or when a scheduled backup fails to complete. These notifications are generated by Vinevault's systems and are not manually sent. Vinevault does not guarantee that all backup failures will be detected immediately or that all failure notifications will be delivered without delay or error.

If a backup failure is caused by an issue within Vinevault's reasonable control, Vinevault will use commercially reasonable efforts to retry the backup as soon as reasonably practicable, which may occur on a later date or at an optimized backup time.

If a backup failure is caused by invalid Account Credentials, disabled access, failed payment, expired payment method, insufficient Property Management Software permissions, source system restrictions, or another issue within Customer's control, Vinevault may be unable to perform backups until Customer resolves the issue. After Customer restores access, updates Account Credentials, or resolves payment issues, Vinevault will attempt to resume backups according to the next available backup window or the next scheduled backup cadence.

You are responsible for monitoring your account, reviewing backup status, and verifying that backups have completed successfully.

One-Time Archive Services

Vinevault may offer one-time backup, archive, conversion-support, or historical recordkeeping services. One-time archive services are not recurring backup subscriptions unless expressly stated in the applicable Order.

For one-time archive services, Vinevault will attempt to create Backup Data from Customer Data available through the connected Property Management Software account at the time the archive is performed. Customer is responsible for reviewing the archive, downloading any Backup Data it wishes to retain, and confirming whether the archive meets Customer's needs.

Unless otherwise stated in the applicable Order, one-time archive services do not include ongoing scheduled backups, ongoing monitoring, future data updates, future source-system access, or ongoing preservation obligations.

Downloaded Backup Data

Once Customer or a User downloads, exports, copies, stores, transfers, prints, shares, or otherwise removes Backup Data from Vinevault-controlled systems, Customer is solely responsible for securing, storing, retaining, using, sharing, deleting, and controlling that Downloaded Backup Data.

Vinevault is not responsible for Downloaded Backup Data after it leaves Vinevault-controlled systems, including any loss, unauthorized access, disclosure, misuse, alteration, deletion, corruption, or failure to retain Downloaded Backup Data.

Customer is responsible for downloading any Backup Data it wishes to retain before the end of the applicable access period. Vinevault has no obligation to restore Backup Data after deletion.

Downloaded Backup Data is intended to be a full, viewable copy of the available backed up records. Once downloaded, the files may contain Personal Information, financial records, owner information, resident information, applicant information, vendor information, lease records, communications, documents, attachments, and other sensitive information. Customer is responsible for controlling where Downloaded Backup Data is stored, who can access it, how it is shared, whether only relevant portions are shared, and how it is protected.

Customer is responsible for securing Downloaded Backup Data using appropriate safeguards, which may include encryption, password protection, access controls, secure storage, secure transmission methods, device security, internal retention policies, and deletion policies.

Customer Responsibilities

You are responsible for:

Your use of the Services
All Customer Data and Account Credentials you provide or make available
Ensuring you have the legal right to use the Services with your Property Management Software account
Maintaining your Property Management Software account
Maintaining appropriate source system permissions
Maintaining your own records and backups as needed
Verifying Backup Data after backups are completed
Securing and managing Downloaded Backup Data
Determining whether Customer Data includes consumer reports, tenant screening records, credit information, background check records, accommodation-related records, financial records, identity-related records, or other regulated or sensitive information
Complying with all laws that apply to Customer's collection, use, storage, disclosure, retention, and deletion of Customer Data, Backup Data, and Downloaded Backup Data
Complying with applicable laws, contracts, industry rules, and privacy obligations
Ensuring that your Users comply with these Terms
Promptly notifying Vinevault of suspected unauthorized access or security issues
Paying all fees when due

You may not rely on Vinevault as your sole method of legal, regulatory, tax, accounting, operational, or business record retention unless expressly agreed in a signed written agreement with Vinevault.

Customer agrees to reasonably cooperate with Vinevault in investigating, mitigating, and responding to any actual or suspected unauthorized access to Customer's account, Account Credentials, Customer Data, Backup Data, or Downloaded Backup Data.

Acceptable Use

You may not, and may not allow any User or third party to:

Use the Services for any unlawful, fraudulent, deceptive, harmful, or unauthorized purpose
Access or use the Services in violation of applicable law or third party rights
Upload, transmit, or store malicious code, malware, ransomware, spyware, viruses, or harmful materials
Attempt to gain unauthorized access to Vinevault systems, accounts, data, networks, or infrastructure
Interfere with or disrupt the integrity, security, availability, or performance of the Services
Circumvent security, authentication, access control, encryption, or usage restrictions
Reverse engineer, decompile, disassemble, copy, modify, or create derivative works of the Services except as permitted by law
Use the Services to develop, train, improve, or benchmark a competing product or service
Resell, sublicense, rent, lease, distribute, or commercially exploit the Services without Vinevault's prior written consent
Misrepresent your identity, authority, affiliation, or right to access Customer Data
Use the Services in a manner that creates excessive load, security risk, operational risk, or legal risk for Vinevault
Use the Services to access or copy data you are not authorized to access or copy
Remove, obscure, or alter proprietary notices in the Services

Vinevault may investigate suspected violations of this section and may suspend or terminate access to the Services as described in these Terms.

Fees, Billing, Taxes, and Payment

Fees for the Services are described in the applicable Order, subscription plan, checkout page, invoice, proposal, or written agreement.

All fees are due before Services are rendered. Vinevault may require payment in full before initiating a one-time backup, activating a subscription, creating Backup Data, granting portal access, or performing any other Services.

Before you are charged for a recurring subscription, Vinevault will disclose the material subscription terms, including price, billing frequency, annual subscription term, renewal terms, cancellation method, and any applicable requirement to cancel before renewal.

By purchasing a subscription, you authorize Vinevault and its payment processor to charge your selected payment method on a recurring basis until you cancel.

Recurring subscriptions are annual subscriptions. Customers may pay annual subscription fees monthly or, if available, as a discounted annual lump-sum payment. Monthly payment options do not convert an annual subscription into a month-to-month subscription. If Customer selects monthly payments for an annual subscription, Customer is purchasing an annual subscription billed in monthly installments.

Unless otherwise stated in writing:

Fees are due in advance
Subscription fees are recurring
Fees are non-refundable except as expressly stated in these Terms or required by law
You authorize Vinevault and its payment processor to charge your selected payment method for all applicable fees
You are responsible for keeping billing information accurate and current

Fees are exclusive of taxes unless expressly stated otherwise. Customer is responsible for all sales, use, excise, value-added, digital services, transaction, and similar taxes or governmental charges associated with the Services, excluding taxes based on Vinevault's net income.

If payment fails, is declined, is reversed, expires, or is not received when due, Vinevault may suspend, delay, or terminate access to the Services after providing any notice required by law or the applicable Order. Failed payments, expired payment methods, chargebacks, or unresolved billing issues may disrupt scheduled backups, portal access, or other Services until corrected.

If Customer disputes a charge, Customer must contact Vinevault promptly so the parties can attempt to resolve the issue. If Customer initiates a chargeback or payment reversal without first attempting to resolve the issue with Vinevault, Vinevault may suspend access to the Services while the dispute is pending. Customer remains responsible for all undisputed amounts.

Vinevault may change pricing, plans, features, or billing terms upon notice. Pricing changes for recurring subscriptions will apply no earlier than the next renewal period unless Customer agrees otherwise or the change is required by law.

Refunds and Credits

Unless otherwise stated in an Order or required by law, fees are non-refundable.

Vinevault does not provide refunds or credits for partial subscription periods, unused backups, unused portal access, delayed customer setup, invalid Account Credentials, customer cancellation, failure to download Backup Data, failure to use the Services, or customer failure to maintain access to Property Management Software.

No refunds will be provided after Backup Data has been delivered, made available in the client portal, or downloaded by Customer, except where required by law or expressly stated in a signed written agreement.

Vinevault may issue credits or refunds at its discretion, but doing so does not create an obligation to issue future credits or refunds.

Subscription Term, Annual Renewal, Cancellation, and Deletion

Your Subscription Term begins when you purchase or activate the Services and continues for the annual period stated in your Order, subscription plan, invoice, or account settings.

Unless otherwise stated in writing, subscriptions automatically renew for successive annual renewal periods until canceled.

Vinevault will provide renewal notices before annual renewal as required by applicable law. Renewal notices will include the renewal date, applicable renewal terms, renewal cost or pricing information, and cancellation instructions.

You may cancel your subscription through the customer portal if available, by email, or through another cancellation method made available by Vinevault. Unless otherwise stated in your Order or required by law, Customer must provide cancellation notice at least 30 days before the next annual renewal date to avoid renewal for the next annual Subscription Term.

Cancellation will be effective at the end of the then-current annual Subscription Term unless otherwise stated in your Order or required by law.

If Customer fails to provide timely cancellation notice, the subscription will automatically renew for the next annual Subscription Term and Customer will be charged the applicable renewal fee.

Where required by applicable law, Vinevault will honor any non-waivable cancellation rights and will provide a cancellation method that is at least as easy to use as the method used to enroll.

Upon cancellation:

Your subscription will not renew for the next annual Subscription Term if timely cancellation notice is provided
You may retain access to your Vinevault account, client portal, Backup Data, and Account Credentials for a 90-day grace period unless earlier deletion is requested in writing and legally permissible
Vinevault may notify Customer before closing the account and deleting Backup Data
After the 90-day grace period, your account, Backup Data, and Account Credentials will be deleted from Vinevault's active systems
Backup Data downloaded by you before deletion remains under your control and is not affected by cancellation
Vinevault may retain limited audit logs and business records as described in these Terms and the Privacy Policy

Customer is responsible for downloading any Backup Data it wishes to retain before the end of the applicable access period. Vinevault has no obligation to restore Backup Data after deletion.

If you request deletion before the end of the 90-day grace period, Vinevault will process the request in accordance with applicable law, technical feasibility, contractual obligations, and security requirements.

Cancellation does not relieve you of the obligation to pay fees incurred before cancellation.

If your account is suspended or canceled due to nonpayment, Vinevault may provide a 90-day grace period for Customer to download available Backup Data before the account is closed and Backup Data is deleted, unless earlier deletion is required by law, requested in writing, or necessary for security, legal, or operational reasons.

Beta Services and Early Access Features

Vinevault may offer beta, pilot, early access, trial, discounted, experimental, pre-release, or evaluation services from time to time ("Beta Services").

Beta Services may be subject to a separate Beta Addendum, Order, or written agreement. If a Beta Addendum applies, it will control with respect to Beta Services to the extent it conflicts with these Terms.

Beta Services may be incomplete, unstable, unavailable, inaccurate, limited, delayed, modified, suspended, or discontinued at any time. Beta Services may contain bugs, errors, data limitations, backup limitations, incomplete features, or performance issues.

You are responsible for testing, reviewing, and verifying any Beta Services and any Backup Data created through Beta Services.

Unless otherwise stated in a signed written agreement or applicable Beta Addendum, Beta Services are provided "as is" and "as available" without warranties of any kind.

Support

Vinevault may provide support through email or other support channels made available by Vinevault.

Unless otherwise stated in a signed written agreement, Vinevault does not guarantee specific response times, resolution times, availability commitments, or service levels.

You agree not to send sensitive Customer Data, Account Credentials, resident records, owner records, applicant records, vendor records, or other confidential information through support communications unless necessary for support and requested by Vinevault.

If support access to Customer Data or Backup Data is necessary, Vinevault will limit such access to authorized personnel and use it only as necessary to provide support, maintain the service, investigate security or technical issues, comply with law, or enforce our agreements.

Privacy, Data Processing, and Security

Vinevault's collection and use of Personal Information is described in the Vinevault Privacy Policy.

Customer Data and Backup Data may be subject to a Data Processing Agreement between you and Vinevault. If a Data Processing Agreement applies, Vinevault will process Customer Data and Backup Data in accordance with that agreement.

Vinevault maintains an information security program designed to protect the confidentiality, integrity, and availability of the Services, Customer Data, Backup Data, and Account Credentials.

Vinevault uses administrative, technical, and organizational safeguards designed to protect Personal Information, Account Credentials, Customer Data, and Backup Data. However, no method of transmission, storage, hosting, encryption, or access control is completely secure.

You are responsible for maintaining appropriate security controls for your Vinevault account, Users, Property Management Software account, Downloaded Backup Data, devices, networks, and internal systems.

Confidentiality

Each party may receive non-public, confidential, proprietary, technical, business, financial, operational, security, or other sensitive information from the other party in connection with the Services ("Confidential Information").

Confidential Information includes Customer Data, Backup Data, Downloaded Backup Data while in Customer's possession, Account Credentials, non-public product information, non-public security information, pricing, business plans, technical materials, and information marked or reasonably understood to be confidential.

The receiving party will:

Use Confidential Information only to perform or receive the Services or exercise rights under these Terms
Protect Confidential Information using reasonable care
Not disclose Confidential Information except to personnel, contractors, advisors, Service Providers, or representatives who need to know the information and are subject to confidentiality obligations
Promptly notify the disclosing party of unauthorized disclosure where required by law or contract

Confidential Information does not include information that:

Is or becomes publicly available without breach of these Terms
Was already known by the receiving party without confidentiality obligations
Is received from a third party without confidentiality obligations
Is independently developed without use of Confidential Information

A party may disclose Confidential Information if required by law, subpoena, court order, governmental request, or legal process. If legally permitted, the receiving party will provide prompt notice of compelled disclosure and reasonably cooperate with efforts to limit or protect the disclosure.

Ownership and Intellectual Property

Vinevault and its licensors own all rights, title, and interest in and to the Services, software, website, customer portal, technology, workflows, templates, designs, processes, Documentation, trademarks, service marks, logos, trade names, and other intellectual property associated with Vinevault.

These Terms do not transfer ownership of any Vinevault intellectual property to you.

Subject to your compliance with these Terms and payment of applicable fees, Vinevault grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the Subscription Term for your internal business purposes.

You retain ownership of Customer Data and Backup Data, subject to the rights and licenses granted to Vinevault in these Terms.

License to Customer Data

You grant Vinevault a limited, non-exclusive, worldwide license to access, copy, process, transmit, store, display, make available, and otherwise use Customer Data, Backup Data, Account Credentials, and related information only as necessary to:

Provide, operate, maintain, secure, and support the Services
Create and make available Backup Data
Troubleshoot technical or security issues
Comply with law
Enforce these Terms and other applicable agreements
Protect the rights, property, and safety of Vinevault, Customers, Users, and others

Vinevault does not acquire ownership of Customer Data or Backup Data.

Vinevault does not sell Customer Data or Backup Data. Vinevault does not use Customer Data or Backup Data for advertising, marketing, profiling, resale, artificial intelligence or machine learning model training, or unrelated business purposes.

Feedback

If you provide suggestions, ideas, comments, improvements, requests, recommendations, or other feedback regarding the Services ("Feedback"), you grant Vinevault a perpetual, irrevocable, worldwide, royalty-free right to use, modify, incorporate, commercialize, and otherwise exploit the Feedback without restriction or compensation to you.

Vinevault is not required to use any Feedback.

Publicity

Vinevault may not use Customer's name, logo, trademarks, or public-facing case study without Customer's prior written consent.

Customer may not use Vinevault's name, logo, trademarks, or public-facing case study without Vinevault's prior written consent.

Vinevault may use aggregated, deidentified, or non-customer-identifying information about its customer base, service usage, backup volume, supported systems, or general business metrics for marketing, reporting, product development, and business purposes, provided that such information does not identify Customer or disclose Customer Data or Backup Data.

Service Changes, Availability, and Maintenance

Vinevault may modify, update, improve, suspend, discontinue, replace, or remove features, functionality, integrations, supported systems, plans, pricing, or parts of the Services from time to time.

Vinevault will use commercially reasonable efforts to provide notice of material changes that materially reduce core paid functionality, but Vinevault may make changes without prior notice where needed for security, legal compliance, third party system changes, operational needs, or emergency maintenance.

If Vinevault discontinues support for a specific Property Management Software integration, Vinevault will use commercially reasonable efforts to provide at least 30 days' advance notice where practicable, unless earlier discontinuation is required for security, legal, third party system, or operational reasons.

The Services may be unavailable, delayed, interrupted, degraded, or limited from time to time due to maintenance, updates, outages, infrastructure issues, third party services, security events, source system issues, events outside Vinevault's control, or other causes.

Unless otherwise stated in a signed written agreement, Vinevault does not guarantee that the Services will be uninterrupted, error-free, secure, available at all times, or free from data loss.

Suspension and Termination

Vinevault may suspend or terminate your access to the Services if:

You fail to pay fees when due
You breach these Terms or another agreement with Vinevault
Your use of the Services creates security, legal, operational, financial, or reputational risk
Your use of the Services may violate applicable law or third party rights
Your Account Credentials or account activity appear unauthorized, fraudulent, compromised, or harmful
A Property Management Software provider restricts, disables, or objects to access necessary to provide the Services
Vinevault is required to do so by law, court order, governmental request, or legal process
Vinevault discontinues the Services or a material part of the Services

Where reasonable and legally permitted, Vinevault will use commercially reasonable efforts to provide notice before suspension or termination. However, Vinevault may suspend access immediately if necessary to protect the Services, Customer Data, Backup Data, Vinevault, other customers, third parties, or the public.

Upon termination, your right to access and use the Services will end, subject to any post-cancellation access period described in these Terms or another written agreement.

Disclaimers

To the maximum extent permitted by law, the Services are provided "as is" and "as available" without warranties of any kind, whether express, implied, statutory, or otherwise.

Vinevault disclaims all warranties, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, quiet enjoyment, accuracy, availability, security, reliability, and error-free operation.

Vinevault does not warrant that:

The Services will meet your specific requirements
The Services will be uninterrupted, timely, secure, error-free, or available at all times
Backup Data will be complete, accurate, admissible, legally sufficient, or suitable for any particular purpose
All Customer Data will be available for backup
All backup failures will be detected or reported immediately
The Services will remain compatible with any Property Management Software or third party service
Defects or errors will be corrected
The Services will prevent all data loss, unauthorized access, security incidents, or business interruption

No advice or information, whether oral or written, obtained from Vinevault or through the Services creates any warranty not expressly stated in these Terms.

Limitation of Liability

To the maximum extent permitted by law, Vinevault will not be liable for any indirect, incidental, special, consequential, exemplary, punitive, or enhanced damages, including lost profits, lost revenue, lost business, loss of goodwill, loss of use, loss of data, cost of substitute services, business interruption, or reputational harm, whether based on contract, tort, negligence, strict liability, statute, or any other legal theory, even if Vinevault has been advised of the possibility of such damages.

To the maximum extent permitted by law, Vinevault's total aggregate liability arising out of or relating to these Terms, the Services, Customer Data, Backup Data, Account Credentials, or any related agreement will not exceed the amount paid by Customer to Vinevault for the Services giving rise to the claim during the three months immediately preceding the event giving rise to liability.

The limitations in this section apply to the maximum extent permitted by law and regardless of whether any remedy fails of its essential purpose.

Some jurisdictions do not allow certain limitations of liability, so some of the above limitations may not apply to you.

Indemnification

You will defend, indemnify, and hold harmless Vinevault and its owners, officers, directors, employees, contractors, agents, affiliates, successors, and assigns from and against any claims, demands, actions, proceedings, damages, losses, liabilities, costs, and expenses, including reasonable attorneys' fees, arising out of or related to:

Your use of the Services
Customer Data, Backup Data, or Downloaded Backup Data
Account Credentials you provide
Your Property Management Software account
Your breach of these Terms or another agreement with Vinevault
Your violation of applicable law or third party rights
Your failure to obtain required rights, permissions, notices, consents, or authorizations
Your Users' actions or omissions
Any dispute between you and a property owner, resident, applicant, vendor, employee, Property Management Software provider, or other third party

Vinevault will provide notice of any indemnifiable claim, allow you to control the defense where legally appropriate, and reasonably cooperate at your expense. Vinevault may participate in the defense with its own counsel at its own expense.

You may not settle any claim in a manner that imposes liability, admission, obligation, or restriction on Vinevault without Vinevault's prior written consent.

Dispute Resolution, Governing Law, and Venue

These Terms and any dispute arising out of or relating to these Terms, the Services, Customer Data, Backup Data, Account Credentials, or the relationship between you and Vinevault will be governed by the laws of the State of Utah, without regard to conflict of law principles.

Before filing a claim, the parties agree to attempt to resolve disputes informally. A party seeking to raise a dispute must provide written notice describing the dispute, the relief requested, and relevant contact information. The parties will attempt in good faith to resolve the dispute for at least 30 days after notice is received.

If the dispute is not resolved informally, any claim, dispute, or controversy arising out of or relating to these Terms or the Services must be brought exclusively in the state or federal courts located in Salt Lake County, Utah, and each party consents to personal jurisdiction and venue in those courts.

Nothing in this section prevents either party from seeking temporary, preliminary, or permanent injunctive or equitable relief at any time to prevent actual or threatened unauthorized access, misuse of Confidential Information, misuse of intellectual property, security threats, data misuse, or other irreparable harm.

The prevailing party in any action or proceeding arising out of or relating to these Terms may recover reasonable attorneys' fees and costs to the extent permitted by law.

The choice of Utah law and Utah venue does not limit any non-waivable rights or protections that may apply under the laws of another state.

Class Action Waiver

To the maximum extent permitted by law, you and Vinevault agree that each may bring claims against the other only in an individual capacity and not as a plaintiff, class member, or representative in any class, collective, consolidated, private attorney general, or representative proceeding.

A court may not consolidate claims or preside over any form of class, collective, consolidated, or representative proceeding unless both parties agree in writing.

If this class action waiver is found unenforceable as to a particular claim or request for relief, that claim or request for relief may be severed and brought in court, while all other claims remain subject to these Terms to the extent permitted by law.

Electronic Communications and Electronic Signatures

You consent to receive communications from Vinevault electronically, including by email, customer portal notice, website notice, or other electronic means.

You agree that electronic communications, notices, agreements, disclosures, invoices, confirmations, and records satisfy any legal requirement that such communications be in writing to the extent permitted by law.

You agree that clicking to accept these Terms, creating an account, purchasing a subscription, submitting an Order, entering Account Credentials, or using the Services may constitute your electronic signature and agreement to be bound.

You are responsible for maintaining a current email address and for reviewing communications sent by Vinevault.

Notices

Vinevault may provide notices to you by email, customer portal notice, website notice, invoice notice, or other reasonable electronic means.

Notices to Vinevault must be sent to:

Vinevault, LLC
[Mailing Address — to be added before publication]
support@vinevault.io

Legal notices must include sufficient detail to identify the sender, account, issue, requested action, and relevant contact information.

Changes to These Terms

Vinevault may update these Terms from time to time.

If Vinevault makes material changes to these Terms, Vinevault will provide notice by email, customer portal notice, website notice, or other reasonable means. Unless otherwise stated, updated Terms will become effective on the date stated in the notice or posted version.

Your continued use of the Services after updated Terms become effective constitutes acceptance of the updated Terms. If you do not agree to updated Terms, you must stop using the Services and cancel your subscription.

Changes will not apply retroactively to disputes that arose before the effective date of the updated Terms unless required by law or mutually agreed in writing.

Force Majeure

Vinevault will not be liable for any delay, failure, interruption, or inability to perform resulting from causes beyond Vinevault's reasonable control, including acts of God, natural disasters, severe weather, war, terrorism, civil unrest, labor disputes, governmental actions, power failures, internet failures, hosting failures, cyberattacks, third party service failures, Property Management Software failures, API restrictions, supply chain events, or other events beyond Vinevault's reasonable control.

Assignment

You may not assign or transfer these Terms, your account, or your rights or obligations under these Terms without Vinevault's prior written consent.

Vinevault may assign or transfer these Terms, in whole or in part, in connection with a merger, acquisition, reorganization, sale of assets, financing, corporate transaction, or by operation of law.

Any attempted assignment in violation of this section is void.

State-Specific Rights and Required Terms

Nothing in these Terms is intended to limit, waive, or override any rights or protections that apply under applicable law and cannot legally be waived. If a provision of these Terms conflicts with a non-waivable requirement of applicable law, the applicable legal requirement will control only to the extent of the conflict, and the remaining provisions of these Terms will continue to apply.

Vinevault may provide additional notices, disclosures, cancellation methods, renewal notices, privacy notices, data processing terms, or other terms where required by applicable law.

Export and Sanctions Compliance

You may not use the Services in violation of United States export control laws, sanctions laws, or trade restrictions.

You represent that you are not located in, organized under the laws of, or ordinarily resident in a country or territory subject to comprehensive United States sanctions and that you are not listed on any United States government restricted party list.

Government Use

The Services are commercial products developed at private expense. If the Services are used by or on behalf of a government entity, the Services are provided with only those rights expressly granted in these Terms or the applicable written agreement.

Severability

If any provision of these Terms is found unenforceable, invalid, or illegal, that provision will be enforced to the maximum extent permitted by law or modified to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in full force and effect.

Waiver

A failure or delay by either party to enforce any provision of these Terms does not constitute a waiver of that provision or any other provision.

A waiver must be in writing and signed by the party granting the waiver.

Entire Agreement

These Terms, together with any applicable Privacy Policy, Data Processing Agreement, Beta Addendum, Order, invoice, subscription confirmation, or signed written agreement, constitute the entire agreement between you and Vinevault regarding the Services and supersede all prior or contemporaneous understandings, communications, or agreements regarding the Services.

Survival

Any provisions that by their nature should survive termination will survive, including provisions regarding payment obligations, Customer responsibilities, post-cancellation access, deletion, audit logs, Downloaded Backup Data, confidentiality, ownership, licenses necessary to wind down the Services, disclaimers, limitation of liability, indemnification, dispute resolution, governing law, notices, and attorney fee recovery.

Contact Us

If you have questions about these Terms or the Services, please contact us at:

Vinevault, LLC
[Mailing Address — to be added before publication]
support@vinevault.io