Terms governing Verahelm services.

1. Acceptance and incorporated terms

You accept these Terms when you select an acceptance checkbox, create or verify access, request or use a key, submit an intake or escalation, purchase a service, or otherwise use an interactive Verahelm service. If you act for an entity, you represent that you have authority to bind it. The Privacy Notice, Acceptable Use Policy, Data Processing and Retention Notice, applicable API Terms, Free Access Terms, Rapid Review terms, purchase disclosures, and signed order forms are incorporated when applicable. A signed order form controls only to the extent it expressly conflicts with these Terms.

2. Eligibility and service boundary

Services are offered only to United States business and professional users who are at least 18 years old and authorized to act for themselves or their business. They are not offered for personal, family, household, child-directed, regulated, or high-consequence decision use. Email verification establishes control of an inbox only; it does not establish identity, employment, authority, or ownership of submitted material.

3. Services and preliminary results

Verahelm provides bounded technical evaluation support, preliminary automated signals, screening, triage, comparison, evidence-readiness mapping, and separately scoped manual services. Results depend on Customer-supplied structured summaries and stated boundaries. They are not a complete audit, independent verification, certification, professional advice, compliance or safety approval, production authorization, guaranteed winner, or guarantee of accuracy, availability, savings, security, or outcome. Customer must apply qualified human judgment and remains solely responsible for decisions, validation, deployment, monitoring, and compliance.

4. Access, keys, and Customer security

Access is passwordless and may require short-lived email codes, server-side sessions, recent verification, rate controls, and other security checks. Service entitlements and keys are limited, revocable, scoped, and nontransferable. Customer must protect email access and keys, use keys only in authorized server-side systems, restrict access to personnel with a legitimate need, and promptly rotate or revoke suspected compromised keys. Keys may not be placed in client code, URLs, public repositories, shared logs, screenshots, analytics, or ordinary email.

5. Limited license

Subject to compliance with these Terms, Verahelm grants Customer a limited, nonexclusive, nontransferable, nonsublicensable, revocable right during an active entitlement to access the documented service and use its sanitized outputs for Customer's permitted internal business purpose. No ownership interest or implied license is transferred.

6. Prohibited conduct

Customer may not misuse the service; exceed published contracts or limits; share, resell, sublicense, scrape, mirror, or circumvent access; interfere with availability or security; probe for vulnerabilities without prior written authorization; introduce malicious code; impersonate others; violate law or third-party rights; or use outputs as the sole or determinative basis for a consequential decision. Extraction, reverse engineering, reconstruction, inference, competitive replication, benchmark manipulation, or attempted discovery of Verahelm prompts, thresholds, formulas, weights, stress variations, internal scores, architecture, evaluation order, or proprietary methods is prohibited except to the narrow extent a restriction cannot lawfully apply.

7. Customer content and authority

Customer retains its rights in authorized input. Customer represents that it has all rights and authority required to submit and process the input and that the input is accurate enough for the stated purpose. Customer grants Verahelm a limited right to process permitted input only to provide, protect, and support the requested service. Customer must not submit confidential, personal, regulated, privileged, controlled, credential, payment, source-code, malicious, or third-party trade-secret material through public forms or the API. Verahelm does not use Customer API content to train models and does not persist API payloads by default.

8. High-consequence and professional-use prohibition

The service may not be used for medical diagnosis or treatment; legal, financial, or investment advice; credit, insurance, employment, housing, education, criminal-justice, immigration, biometric, law-enforcement surveillance, critical-infrastructure, physical-safety, weapon, child-directed, certification, compliance, or autonomous high-consequence decisions. It may not be the sole or determinative basis for any decision materially affecting a person. Requests outside the published boundary may be rejected or routed to an independently scoped manual review.

9. Fees, billing, refunds, and taxes

When paid services are enabled, displayed prices and the purchase disclosure control the applicable fee, units, term, credit, delivery target, and renewal status. Payment collection and invoice access occur through the identified hosted payment provider; Verahelm does not collect card or bank credentials. Access activates only after server-confirmed payment state, never solely from a redirect. Fees are nonrefundable except as expressly stated in the applicable purchase disclosure or required by law. Customer is responsible for applicable taxes other than taxes on Verahelm's net income. There is no automatic overage billing unless a later signed agreement expressly provides otherwise.

10. Verahelm intellectual property

Verahelm and its licensors own all rights in the service, software, designs, documentation, schemas, marks, trade secrets, evaluation structures, methods, prompts, controls, stress techniques, routing, thresholds, formulas, weights, intermediate values, and improvements. Feedback may be used without restriction or payment if it contains no Customer confidential information. Customer may not remove proprietary notices or suggest sponsorship, certification, or endorsement.

11. Confidentiality and manual engagements

The public API and public forms are not approved channels for confidential evidence. Confidential manual work begins only under a separately signed scope defining permitted systems and data, authorized contacts, access, retention, security, ownership, fees, and deliverables. Each party will protect confidential information received under such a signed agreement using reasonable care and use it only for the authorized purpose, subject to lawful disclosure obligations.

12. Privacy, records, and service providers

Verahelm maintains limited customer, billing, entitlement, consent, usage, and security records required to provide and protect the service. The Privacy Notice and retention notice describe categories, purposes, disclosure, rights, deletion, and required exceptions. Essential service providers may process limited data for infrastructure, security, transactional delivery, or hosted billing. Verahelm does not sell Customer content or use behavioral advertising, cross-site tracking, or session replay.

13. Availability, changes, and beta/testing access

Verahelm may maintain, update, restrict, discontinue, or change the service and may immediately apply changes required for security, law, abuse prevention, provider loss, or reliability. Testing keys and preview features are non-production, limited, revocable, provided without renewal commitment, and may not be used for production decisions. No service level applies unless stated in a signed order form.

14. Suspension and termination

Verahelm may suspend or revoke access immediately for suspected compromise, abuse, extraction attempts, prohibited data or use, nonpayment, refund, dispute, legal risk, provider loss, or threats to service integrity. Customer may stop use, revoke keys, and close an entitlement through available controls. On termination, the license ends and outstanding fees remain due. Provisions concerning ownership, restrictions, payment, disclaimers, liability, indemnity, disputes, and record retention survive as applicable.

15. Warranty disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SITE, API, TESTING ACCESS, OUTPUTS, AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” VERAHELM DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. VERAHELM DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION, COMPLETE DETECTION, OR THAT AN OUTPUT IS SUITABLE FOR PRODUCTION OR A PARTICULAR DECISION. NONWAIVABLE WARRANTIES REMAIN UNAFFECTED.

16. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER VERAHELM NOR ITS MEMBERS, MANAGERS, EMPLOYEES, CONTRACTORS, OR SUPPLIERS WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY. EXCEPT FOR LIABILITY THAT CANNOT LAWFULLY BE LIMITED, VERAHELM'S AGGREGATE LIABILITY ARISING FROM THE SERVICE WILL NOT EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS OR THE FEES CUSTOMER PAID VERAHELM FOR THE AFFECTED SERVICE DURING THE TWELVE MONTHS BEFORE THE EVENT. THESE LIMITATIONS APPLY TO THE EXTENT PERMITTED EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

17. Indemnification

Customer will defend, indemnify, and hold harmless Verahelm and its members, managers, employees, contractors, and suppliers from third-party claims, damages, judgments, costs, and reasonable attorneys' fees arising from Customer input, lack of authority, prohibited or unlawful use, violation of these Terms, or infringement or misappropriation of third-party rights. Verahelm will provide reasonable notice and cooperation; Customer may not settle a claim in a manner that admits Verahelm fault or imposes nonmonetary obligations without written consent.

18. Governing law and dispute resolution

These Terms are governed by North Carolina law, without regard to conflict-of-law rules, and the Federal Arbitration Act governs arbitration. Before filing a claim, a party must send written notice describing the dispute and requested relief and allow 30 days for good-faith resolution. Except for eligible small-claims matters or requests for temporary or injunctive relief protecting security or intellectual property, disputes will be resolved by confidential, individual binding arbitration administered by the American Arbitration Association under its applicable Commercial Arbitration Rules. Arbitration will occur remotely unless the arbitrator requires otherwise. EACH PARTY WAIVES TRIAL BY JURY AND PARTICIPATION IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION TO THE MAXIMUM EXTENT PERMITTED BY LAW. If this arbitration provision is unenforceable for a claim, exclusive jurisdiction and venue lie in the state or federal courts located in North Carolina. A Customer may opt out of arbitration by emailing legal@verahelm.com within 30 days after first accepting these Terms, identifying the Customer and stating the decision to opt out; the remaining Terms still apply.

19. Export, sanctions, and legal compliance

Customer will comply with applicable United States export-control, sanctions, anti-corruption, and trade laws and will not use the service for prohibited persons, destinations, end uses, or controlled technical information. Each party remains responsible for laws applicable to its own conduct. Verahelm may respond to valid legal process and preserve records required by law.

20. Notices and electronic communications

Customer consents to electronic records and essential transactional, billing, legal, privacy, and security notices at the verified email associated with access. Legal notices to Verahelm must be sent to legal@verahelm.com and are effective upon acknowledged receipt. Security reports belong at security@verahelm.com and privacy requests at privacy@verahelm.com. Do not include secrets, API payloads, or prohibited data in ordinary email.

21. Changes to these Terms

Material changes will use a new version and effective date. Where required, continued interactive use will require renewed acceptance. Changes do not retroactively alter a signed order form. Emergency security, abuse-prevention, or legal restrictions may take effect immediately.

22. Miscellaneous

These Terms and incorporated documents are the entire agreement for the covered service. Customer may not assign them without Verahelm's written consent; Verahelm may assign them in connection with a merger, reorganization, financing, sale of assets, or by operation of law. Failure to enforce a provision is not a waiver. If a provision is unenforceable, it will be narrowed to the minimum extent necessary and the remainder remains effective. Headings are for convenience. There are no third-party beneficiaries. Neither party is liable for delay caused by events beyond reasonable control, except payment obligations. The English version controls.

23. Contact

Verahelm Holdings LLC, North Carolina, United States. Legal: legal@verahelm.com. Privacy: privacy@verahelm.com. Security: security@verahelm.com.