Terms governing paid plans (Pro, Team, Org, Enterprise). For consumer / free-tier use, see the Privacy Policy and acceptable-use notes on each page.
This Master Subscription Agreement (the "Agreement") is entered into between Vigilo ("Vigilo", "we", "us") and the customer entity that accepts these terms or executes an order referencing them ("Customer", "you"). By accessing or using the Service on a paid plan, you agree to these terms.
"Order" means an order form, invoice, or written confirmation referencing this Agreement.
"Subscription Term" means the period stated on the Order during which Customer is entitled to use the Service.
"User" means an individual authorised by Customer to use the Service under Customer's account.
"Customer Data" means data submitted to the Service by or on behalf of Customer, including watchlist preferences and configuration.
"DPA" means the Data Processing Agreement available at vigilo.cc/dpa, incorporated by reference.
Vigilo provides real-time multi-domain risk-monitoring intelligence sourced from publicly available feeds. The Service may include alerts, dashboards, country-level risk scoring, an API, and webhooks, as specified in the Customer's plan.
The Service is informational only. It is not an official travel advisory, medical advice, legal advice, or guarantee of safety. Customer is solely responsible for decisions based on Service output.
We will use commercially reasonable efforts to make the Service available 24/7, excluding planned maintenance and circumstances beyond our reasonable control. Specific SLA terms, if any, are in the Order.
Plans. Plan tiers and limits are published at vigilo.cc/pricing. Customer's plan and pricing are recorded on the Order.
Invoicing. Fees are invoiced in advance for the Subscription Term. Standard payment term is net 14 days from invoice date by bank transfer, Wise, or equivalent. Card checkout will be added in a future release.
Taxes. Fees are exclusive of taxes, duties, and similar government assessments. Customer is responsible for all such taxes other than those based on Vigilo's net income.
Late payment. Undisputed amounts more than 30 days overdue may accrue interest at 1% per month or the maximum rate permitted by law, whichever is lower.
Refund policy. Customer may cancel within the first 30 days of a new Order and receive a prorated refund of unused prepaid fees. Outside this window, fees are non-refundable except where required by law.
Renewal. Subscription auto-renews for successive terms equal to the initial term unless either party provides written notice of non-renewal at least 30 days before the end of the then-current term. Renewal fees may increase by up to 10% per year on notice; larger increases require Customer's written agreement.
Customer may evaluate paid features under a free trial period of 14 days unless otherwise stated. No payment instrument is required to start a trial. At the end of the trial, Customer may subscribe by signing an Order or revert to the free tier with reduced limits — we do not auto-charge or revoke account access abruptly.
Trial usage is provided "AS IS" without warranty. Customer is responsible for export of any Customer Data before trial conversion or expiry.
Customer will:
Customer will not:
The processing of personal data is governed by the DPA, which forms part of this Agreement. Our security practices are described at vigilo.cc/security. The Privacy Policy at vigilo.cc/privacy applies to personal data we process as a controller (e.g., billing contacts).
Customer retains all rights to Customer Data. Customer grants Vigilo a non-exclusive, worldwide, royalty-free licence to use Customer Data solely to provide and improve the Service, subject to the restrictions in the DPA.
Each party may receive non-public information of the other ("Confidential Information"). The receiving party will:
Confidential Information does not include information that (a) is or becomes public other than through breach of this Agreement, (b) was lawfully known prior to receipt, (c) is independently developed without use of the other party's Confidential Information, or (d) is rightfully received from a third party without confidentiality obligations.
Compelled disclosure: the receiving party may disclose if required by law, provided it gives the disclosing party prompt notice (where lawful) and reasonable cooperation in seeking protective treatment.
Vigilo retains all right, title, and interest in and to the Service, including all underlying software, algorithms, scoring methodology, source code, and documentation. No rights are granted to Customer other than the limited subscription right expressly stated in this Agreement.
Customer may provide feedback or suggestions ("Feedback"). Vigilo may use Feedback without restriction or obligation.
Vigilo warrants that:
Except as expressly set out in this Agreement, the Service is provided "as is" and "as available." Vigilo disclaims all other warranties, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranty arising out of course of dealing or usage of trade.
Without limiting the foregoing, Vigilo does not warrant that the Service will be uninterrupted, error-free, or that any specific risk event will be detected, flagged correctly, or in any particular timeframe. The Service is a decision-support tool, not a guarantee.
To the maximum extent permitted by law, neither party will be liable to the other for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, loss of business, lost data, or cost of substitute services, even if advised of the possibility.
Each party's total aggregate liability arising out of or in connection with this Agreement will not exceed the fees paid or payable by Customer in the twelve (12) months preceding the event giving rise to the claim.
The limitations in this section do not apply to: (a) Customer's payment obligations; (b) breach of confidentiality obligations; (c) infringement of the other party's intellectual property rights; (d) gross negligence, wilful misconduct, or fraud; or (e) liability that cannot be limited or excluded under applicable law.
By Vigilo. Vigilo will defend Customer against any third-party claim alleging that the Service, when used as authorised under this Agreement, infringes the intellectual property rights of such third party, and will pay damages finally awarded or agreed in settlement, subject to the liability cap in Section 10. If the Service becomes, or in Vigilo's reasonable opinion is likely to become, the subject of such a claim, Vigilo may at its option (i) modify the Service to be non-infringing, (ii) obtain a licence allowing continued use, or (iii) terminate Customer's subscription and refund unused prepaid fees.
By Customer. Customer will defend Vigilo against any third-party claim arising from (a) Customer's use of the Service in breach of this Agreement, (b) Customer Data or content, or (c) Customer's violation of applicable law.
Each party's indemnification obligations are subject to: (i) prompt written notice of the claim; (ii) sole control of defence and settlement by the indemnifying party (provided that no settlement materially affecting the indemnified party may be made without consent, not unreasonably withheld); and (iii) reasonable cooperation at the indemnifying party's expense.
Term. This Agreement starts on the effective date of the first Order and continues for the Subscription Term and any renewals.
Termination for cause. Either party may terminate this Agreement on written notice if the other party (a) materially breaches and fails to cure within 30 days of notice, or (b) becomes insolvent, files for bankruptcy, or ceases business operations.
Effect. On termination: (i) Customer's right to use the Service ends; (ii) Customer remains liable for amounts accrued before termination; (iii) Customer Data is returned or deleted as set out in the DPA; (iv) sections that by their nature survive (e.g., confidentiality, IP, liability, governing law) survive.
Vigilo may update the Service and this Agreement from time to time. Material changes to the Agreement will be notified to Customer at least 30 days in advance. Changes that materially reduce the Service or Customer's rights will not apply to Customer's current Subscription Term without Customer's written consent — they will apply only on renewal.
This Agreement is governed by the laws of England and Wales, without regard to conflict-of-law principles. The courts of England and Wales have exclusive jurisdiction over any dispute, except that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.
For Enterprise customers, governing law and forum may be varied by mutual agreement on the Order.
Before commencing formal proceedings, the parties will attempt in good faith to resolve any dispute through direct discussion between authorised representatives for at least 30 days.
Entire agreement. This Agreement (including the DPA and any Order) is the entire agreement and supersedes all prior agreements on its subject matter.
Assignment. Neither party may assign this Agreement without the other's consent, except to a successor in connection with a merger, acquisition, or sale of all or substantially all assets.
Independent contractors. The parties are independent contractors. Nothing creates a partnership, joint venture, agency, or employment relationship.
Notices. Notices to Vigilo: alex@vigilo.cc. Notices to Customer: the email on file in the account.
Force majeure. Neither party is liable for delay or failure to perform due to causes beyond its reasonable control, including acts of god, war, terrorism, civil unrest, pandemic, internet or infrastructure failure.
Severability. If any provision is held unenforceable, the remainder remains in effect.
No waiver. Failure to enforce a right is not a waiver of that right.
Counterparts & electronic signature. The Agreement may be executed in counterparts and by electronic signature, each of which is deemed an original.
Working draft v0.1. Provided as a customer-ready starting point. Both parties are strongly advised to obtain independent legal review before signing. Vigilo will issue a final binding text at execution incorporating Customer-specific details.