Terms of Use

1. Acceptance of Terms

These Terms of Use ("Terms") govern your access to and use of the Vela platform and website, operated by Vela Cloud Ltd ("we," "us," or "our"). By creating an account or accessing the service, you confirm that you are at least 18 years old and have the authority to bind yourself or your organisation to these Terms. If you do not agree, you must not use the service.

2. Changes to These Terms

We may update these Terms from time to time. When we make material changes, we will notify you by email or via an a notice in the platform at least 14 days before the new Terms take effect. Your continued use of the platform after the effective date constitutes acceptance. If you do not agree to the updated Terms, you must stop using the platform before the effective date.

3. Acceptable Use

You may use the platform only for lawful business purposes and in accordance with these Terms. You agree not to:

• Use the platform in violation of any applicable law or regulation
• Attempt to gain unauthorised access to any part of the platform or its underlying systems
• Reverse engineer, decompile, or attempt to extract source code from the platform
• Upload or transmit malicious code, viruses, or any software intended to damage or interfere with the platform
• Use the platform to process data belonging to individuals without appropriate legal basis
• Resell, sublicense, or offer the platform as a white labelled product without our prior written consent
• Scrape, harvest, or systematically extract data from the platform by automated means

4. Account Registration and Security

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify us immediately at support@usevela.io if you suspect any unauthorised access or security breach. We are not liable for any loss arising from unauthorised use of your account where you have failed to maintain the security of your credentials.

Team administration: Workspace owners and administrators may invite team members, assign or change a member's job role (Seller, CRO, or PDM), and remove members from the workspace. A change to a member's job role takes effect immediately and alters the personalised AI outputs that member receives. By acting as a workspace administrator, you accept responsibility for the accuracy of role assignments and for ensuring that such changes are made for legitimate business purposes and in accordance with applicable employment and data protection law. Individual members may also update their own job role in account settings.

5. Subscriptions and Billing

Subscription fees are billed in advance on a monthly or annual basis through our payment processor. All fees are exclusive of applicable taxes, which you are responsible for. You may cancel your subscription at any time by visiting the Billing & Plans page in your account or by emailing support@usevela.io; cancellation takes effect at the end of the current billing period. No refunds are issued for partial periods or unused time, except as set out in our Refund & Cancellation Policy. We reserve the right to change pricing with 30 days' notice.

6. Use of Third Party Integrations

The platform integrates with third party CRM systems and cloud provider APIs including Salesforce, HubSpot, Amazon Web Services (AWS), Google Cloud Platform, and Microsoft Azure. By enabling these integrations, you authorise us to access your accounts on those platforms using the permissions you grant. You are responsible for ensuring you have the right to connect those accounts and that doing so does not violate any agreement you have with those third parties. We are not responsible for the availability or behaviour of third party services.

Your use of cloud partner features, including AWS Partner Central and ACE opportunity synchronisation, Google Cloud Partner Advantage, and Microsoft Azure Partner Network integrations, is subject to the applicable partner program terms and conditions of each respective provider. By connecting a cloud partner account, you confirm that your use of those integrations complies with the relevant partner program terms. Vela Cloud Ltd is not an authorised reseller of any cloud provider and does not act as agent for AWS, Google, or Microsoft.

The platform relies on the following third party service providers to operate: Cloudflare (infrastructure), Clerk (authentication), Paddle (billing), and Anthropic (AI features). Each provider's terms of service and privacy policy apply to their respective services. We are not liable for failures, changes, or discontinuations by these providers.

7. AI Features

Certain features of the platform use artificial intelligence to generate recommendations, summaries, deal insights, and responses ("AI Outputs"). You acknowledge that:

• AI Outputs are provided for informational purposes only and do not constitute professional, legal, financial, or business advice
• AI Outputs may be incomplete, inaccurate, or outdated. You are solely responsible for verifying any AI generated content before relying on it
• You are solely responsible for any decisions made based on AI Outputs, and we accept no liability for losses arising from reliance on them
• We do not guarantee that AI features will be continuously available, and they may be modified or discontinued at any time
• In accordance with Article 52 of the EU AI Act (Regulation (EU) 2024/1689), you are informed that AI Outputs are generated by artificial intelligence systems. When using the Insights Assistant or receiving automated recommendations, you are interacting with an AI system, not a human

Data you submit to AI features is processed in accordance with our Privacy Policy. Your data is not used to train third party AI models and is not retained by our AI provider beyond the immediate request.

7a. Usage Limits

We reserve the right to establish usage limits on certain platform features, including API call volumes, data storage, number of CRM sync operations, and AI query limits, based on your subscription plan. Current limits are described on the pricing page and in your account settings. We may notify you when you are approaching a limit and may charge for usage above applicable thresholds. We reserve the right to throttle or suspend access if your usage materially exceeds plan limits in a way that degrades service for other users.

8. Intellectual Property

The platform, including all software, design, content, and documentation, is owned by Vela Cloud Ltd and protected by intellectual property law. These Terms do not transfer any ownership rights to you. Your data remains yours; we claim no ownership over content you upload, sync, or generate through integrations.

9. Feedback

If you submit suggestions, ideas, or feedback about the platform, you grant us a perpetual, royalty free, worldwide licence to use and incorporate that feedback into the platform without any obligation of compensation or attribution to you.

10. Publicity

You agree that we may reference your company name and logo as a customer of Vela in our marketing materials, website, and investor communications, unless you notify us in writing at legal@usevela.io that you do not consent.

You may opt out of any reference to your company name or logo in our marketing materials at any time by emailing legal@usevela.io. We will honour opt-out requests within 10 business days.

11. Termination

We may suspend or terminate your account immediately if you breach these Terms or if your account is used in a way that we reasonably believe creates legal, security, or reputational risk. You may delete your account at any time from the settings page. Upon termination, your right to use the platform ceases immediately. We will delete your data within 30 days of account closure.

12. Warranty Disclaimer

The platform is provided "as is" and "as available" without warranties of any kind, express or implied. We do not warrant that the platform will be error free, uninterrupted, or meet your specific requirements. We do not warrant the accuracy of any data retrieved from third party integrations.

13. Indemnification

You agree to indemnify and hold harmless Vela Cloud Ltd, its officers, directors, and employees from any claims, damages, losses, or legal costs arising from: (a) your use of the platform in breach of these Terms; (b) your violation of any applicable law; or (c) any third party claim relating to data you upload or sync through the platform.

14. Limitation of Liability

To the fullest extent permitted by applicable law, Vela Cloud Ltd shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or business opportunity, arising from your use of or inability to use the platform. Our total cumulative liability for any claim shall not exceed the fees you paid to us in the 12 months preceding the event giving rise to the claim.

15. Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations, including in connection with a merger, acquisition, or sale of assets, provided that the successor entity assumes all obligations under these Terms.

16. Severability and Entire Agreement

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force. These Terms, together with our Privacy Policy, End User License Agreement, Data Processing Addendum, and the subscription details (plan tier, billing frequency, and price) confirmed at checkout, constitute the entire agreement between you and Vela Cloud Ltd regarding the platform.

Order of precedence: In the event of a conflict between these Terms and any other Vela agreement, the following order of precedence applies, in descending priority: (1) the Data Processing Addendum, with respect to the processing of Personal Data; (2) these Terms of Use; (3) the End User License Agreement; and (4) the Privacy Policy and other published policies.

Paddle.com Market Ltd acts as Merchant of Record for all paid subscriptions; payment terms are governed by the subscription details confirmed at checkout and Paddle's buyer terms.

17. Governing Law

These Terms are governed by the laws of the State of Israel, without regard to its conflict of law provisions. Any disputes shall be subject to the exclusive jurisdiction of the competent courts located in Tel Aviv, Israel, unless required otherwise by mandatory local law in your jurisdiction.

The collection and processing of personal data of Israeli users is subject to the Israeli Privacy Protection Law 5741-1981 (the "Privacy Protection Law") and the Privacy Protection Regulations (Data Security) 5777-2017. These Terms do not limit any rights you may have under the Privacy Protection Law, including the rights to access, correct, and delete personal information as described in our Privacy Policy.

18. Contact

Vela Cloud Ltd, operating as Vela
28 HaArba'a St, Tel Aviv 6473925, Israel
Email: legal@usevela.io