Terms of Service

1. Agreement to Terms

These Terms of Service (the “Terms”) constitute a legally binding agreement between you (“you,” “Operator,” or “User”) and VaultCore Technologies, Inc., a Minnesota corporation (“VaultCore,” “we,” “us,” or “our”), governing your access to and use of the VaultCore platform, software, APIs, documentation, provider-readiness tools, and related services (collectively, the “Services”).

By accessing the Services, clicking an acceptance button, executing an Order Form or Statement of Work, or otherwise using the Services, you agree to be bound by these Terms. If you are accepting on behalf of a company or other legal entity, you represent and warrant that you have authority to bind that entity, and “you” refers to that entity. If you do not have such authority, or if you do not agree with these Terms, you must not use the Services.

These Terms apply to all visitors, Operators (white-label tenants who operate evaluation-based trading programs using VaultCore infrastructure), and End-Users (traders and participants in programs operated by an Operator).

2. About VaultCore Technologies

VaultCore Technologies, Inc. is a software infrastructure company headquartered in Minneapolis, Minnesota. VaultCore designs, builds, and operates white-label technology systems that enable prop firm operators and evaluation-based trading operators to run trader evaluation programs, manage challenge workflows, conduct risk review, administer payouts, and prepare for integration with third-party providers including brokers, trading platforms, payment processors, and compliance vendors.

VaultCore is a technology provider. VaultCore is not a financial institution, broker-dealer, commodity trading advisor, investment adviser, money services business, or regulated financial service provider. Nothing in these Terms or in the Services constitutes financial, investment, legal, compliance, or tax advice.

3. Platform Role and Scope

The Services include, without limitation:

• White-label CRM and operator portal software for managing trader challenges and evaluations;
• Admin workflow tooling for challenge configuration, risk review, payout review, and audit logging;
• Provider-readiness documentation packages, checklists, and assessment workflows;
• ARK Guard compliance and conduct-monitoring tooling;
• Integration scaffolding and API documentation for connecting to third-party providers;
• Demo environments containing simulated or sandbox data for evaluation purposes.

VaultCore does not provide: investment advice; brokerage or clearing services; trading signal generation; discretionary trade management; assurance of payout or funding outcomes for any trader or Operator; guaranteed access to any provider; or legal, compliance, tax, or financial advisory services.

Demo and sandbox environments may contain hypothetical performance figures, simulated account data, and non-production configurations. Such data does not represent actual trading results and should not be presented to traders, investors, or any third party as real performance.

[ATTORNEY REVIEW NOTE: Confirm whether any aspect of VaultCore’s platform services implicates CFTC registration requirements, SEC adviser registration, or Minnesota Department of Commerce licensing obligations given the prop firm context.]

4. Tenant Operator Responsibilities

Operators who license VaultCore as white-label infrastructure (“Tenant Operators”) bear sole and exclusive responsibility for:

• Legal Entity and Licensing. Forming, maintaining, and operating a lawfully registered legal entity; obtaining all required business licenses, registrations, and regulatory authorizations in all jurisdictions in which the Operator conducts business.
• Trader Terms and Disclosures. Drafting, publishing, and enforcing their own trader terms of service, challenge rules, payout policies, refund policies, and disclosure documents appropriate for their jurisdiction and program structure.
• KYC and AML Compliance. Implementing Know-Your-Customer (KYC) and Anti-Money-Laundering (AML) procedures, sanctions screening, and fraud controls appropriate to the Operator’s business, using vendor solutions selected and contracted independently by the Operator.
• Tax Obligations. Collecting, remitting, and reporting all applicable taxes, including on trader payouts, fee revenue, and cross-border transactions.
• Provider Agreements. Independently negotiating, executing, and maintaining all agreements with brokers, trading platforms, market data providers, payment processors, and other third-party providers. VaultCore cannot and does not guarantee that any provider will onboard, continue to serve, or maintain any commercial relationship with any Operator.
• Data and Privacy Compliance. Complying with all applicable data protection laws with respect to trader data processed through the Operator’s program.
• Public Claims. Ensuring that all marketing materials, program representations, and public-facing statements are accurate, not misleading, and compliant with applicable consumer protection and advertising standards.
• Trader Support. Providing and funding all trader-facing support, dispute resolution, and payout administration independently of VaultCore.

[ATTORNEY REVIEW NOTE: Consider whether a separate Operator Master Services Agreement (MSA) should govern the Operator relationship, particularly regarding data processing addenda, SLA obligations, and revenue or payout representations.]

5. Trader and End-User Responsibilities

Traders, evaluees, and other End-Users who interact with the Services agree to:

• Comply with the rules and terms of the specific program or challenge in which they are participating, as established by the applicable Tenant Operator;
• Provide accurate identity and contact information when required, and cooperate with identity verification procedures;
• Refrain from all prohibited conduct described in Section 6 of these Terms;
• Acknowledge that simulated trading activity does not constitute real financial market participation, and that hypothetical performance figures are not indicative of actual or future results;
• Direct payout, refund, and challenge-outcome inquiries to the applicable Tenant Operator, not to VaultCore directly, unless VaultCore is the contracting party for those services.

VaultCore is not responsible for decisions made by Tenant Operators regarding challenge outcomes, payout approvals or denials, account suspensions, or program modifications. VaultCore provides the infrastructure; Operators set and administer program rules.

6. Acceptable Use

You agree not to, and not to permit any third party to:

• Use the Services for any unlawful purpose or in violation of any applicable federal, state, or local law or regulation;
• Engage in any form of account manipulation, data falsification, simulated-result misrepresentation, or artificial inflation of performance metrics;
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of any portion of the Services;
• Copy, redistribute, resell, or sublicense the Services without VaultCore’s prior written consent;
• Introduce malware, viruses, Trojan horses, worms, or other malicious or harmful code into the Services;
• Conduct penetration testing, vulnerability scanning, or security research on VaultCore systems without prior written authorization from VaultCore;
• Access or attempt to access accounts, data, or systems of other Operators, traders, or users;
• Use automated bots, scrapers, or crawlers to extract data from the Services except as expressly authorized by VaultCore in writing;
• Make representations to any third party that overstate VaultCore’s role, capabilities, or endorsements in a manner inconsistent with these Terms;
• Harass, threaten, or engage in abusive conduct toward VaultCore personnel or other users.

VaultCore reserves the right to suspend or terminate access, without prior notice, where VaultCore reasonably believes a violation of this Section has occurred or is ongoing.

7. Intellectual Property

VaultCore IP. The Services, including all software, APIs, user interfaces, documentation, workflows, methodologies, provider-readiness frameworks, and underlying technology, are and remain the exclusive property of VaultCore Technologies, Inc. and its licensors. These Terms do not transfer any ownership interest in VaultCore IP to you. All rights not expressly granted are reserved.

License Grant. Subject to your compliance with these Terms and payment of applicable fees, VaultCore grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your internal business operations as described in your Order Form or applicable service agreement.

Your Content. You retain ownership of data, configurations, and content you submit to the Services (“Your Content”). You grant VaultCore a limited license to process, store, display, and transmit Your Content solely as necessary to provide the Services. You represent and warrant that Your Content does not violate any third-party intellectual property rights, privacy rights, or applicable law.

Feedback. If you provide suggestions, ideas, or feedback regarding the Services, VaultCore may use such feedback without restriction or compensation to you.

Trademarks. “VaultCore,” “VaultCore Technologies,” “ARK Guard,” and associated logos are trademarks of VaultCore Technologies, Inc. You may not use VaultCore’s trademarks without prior written permission, except to accurately describe your use of the Services as permitted in these Terms.

8. Confidentiality

Definition. “Confidential Information” means any non-public information disclosed by either party to the other in connection with the Services that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure. VaultCore’s Confidential Information includes platform architecture, pricing structures, provider integration documentation, proprietary workflows, and non-public roadmap materials.

Obligations. Each party agrees to: (a) hold the other party’s Confidential Information in strict confidence; (b) not disclose Confidential Information to any third party without prior written consent; and (c) use Confidential Information only as necessary to exercise rights or fulfill obligations under these Terms.

Exceptions. Confidentiality obligations do not apply to information that: (i) is or becomes publicly known through no breach of these Terms; (ii) was rightfully known before receipt; (iii) is rightfully received from a third party without restriction; or (iv) must be disclosed pursuant to applicable law, court order, or regulatory requirement, provided the disclosing party gives prompt written notice to the other party to the extent permitted by law.

Survival. Confidentiality obligations survive termination of these Terms for three (3) years, except with respect to trade secrets, which shall be protected for as long as they qualify as trade secrets under applicable law.

[ATTORNEY REVIEW NOTE: If separate NDAs or MSAs are executed with Operators, confirm that confidentiality provisions in those agreements supersede or are coordinated with this Section.]

9. Payment Terms

Fees. Fees for the Services are described in the applicable Order Form, pricing schedule, or service agreement. All fees are stated in United States Dollars unless otherwise specified.

Billing and Payment. Unless otherwise agreed in writing, fees are due in advance of each billing period. VaultCore may use a third-party payment processor to collect fees. You authorize VaultCore to charge your designated payment method for all applicable fees.

Late Payment. Invoices not paid within thirty (30) days of the due date may accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by applicable law. VaultCore reserves the right to suspend Services for accounts with overdue balances after providing written notice.

Taxes. Fees are exclusive of all applicable taxes, levies, and duties. You are responsible for all taxes associated with your purchase of the Services, excluding taxes based on VaultCore’s net income.

Refunds. Unless otherwise stated in an applicable Order Form or required by law, fees paid are non-refundable. VaultCore may, at its sole discretion, issue credits or refunds in connection with verified billing errors.

[ATTORNEY REVIEW NOTE: Confirm payment processing arrangements and whether any fee structures trigger money-transmission licensing review under Minnesota or other applicable state law.]

10. Term and Termination

Term. These Terms commence on the date you first access or use the Services and continue until terminated as described herein or in an applicable Order Form.

Termination by You. You may terminate your account or subscription by providing written notice to VaultCore in accordance with any notice requirements in your Order Form. Prepaid fees are generally non-refundable.

Termination by VaultCore. VaultCore may terminate or suspend your access to the Services: (a) immediately and without prior notice if you materially breach these Terms, including any violation of Section 6; (b) upon thirty (30) days’ written notice for any or no reason; or (c) immediately if required by applicable law or regulatory action.

Effect of Termination. Upon termination: (a) all licenses granted to you immediately cease; (b) you must cease all use of the Services; (c) VaultCore may delete or make inaccessible Your Content after a reasonable transition period; and (d) Sections 7, 8, 11, 12, 14, and any provisions that by their nature should survive, shall survive termination.

Data Export. VaultCore will make commercially reasonable efforts to provide you with a reasonable opportunity to export Your Content prior to account deletion. VaultCore is not responsible for data loss following the expiration of any transition period.

11. Disclaimers and Limitation of Liability

Disclaimer of Warranties. THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VAULTCORE EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. VAULTCORE DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

No Financial or Outcome Guarantees. VAULTCORE MAKES NO WARRANTY OR GUARANTEE REGARDING: (A) THE PROFITABILITY OR FINANCIAL RESULTS OF ANY TRADING PROGRAM OPERATED BY A TENANT OPERATOR; (B) THE APPROVAL, ONBOARDING, OR CONTINUED RELATIONSHIP OF ANY OPERATOR WITH ANY PROVIDER; (C) PAYOUT OUTCOMES FOR ANY TRADER; OR (D) THE ACCURACY OF SIMULATED OR HYPOTHETICAL PERFORMANCE DATA DISPLAYED IN DEMO ENVIRONMENTS.

Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VAULTCORE, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, EVEN IF VAULTCORE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Aggregate Cap. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VAULTCORE’S TOTAL CUMULATIVE LIABILITY TO YOU SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO VAULTCORE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100.00).

Essential Basis. The parties acknowledge that the limitations of liability in this Section reflect a reasonable allocation of risk and are an essential element of the basis of the bargain between the parties.

[ATTORNEY REVIEW NOTE: Review whether Minnesota law places limitations on liability caps or disclaimers of consequential damages that could affect enforceability. Confirm cap amount is appropriate for enterprise licensing tiers.]

12. Indemnification

By You. You agree to indemnify, defend, and hold harmless VaultCore Technologies, Inc. and its officers, directors, employees, agents, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of the Services in violation of these Terms; (b) any content or data you submit to the Services; (c) your Operator program, including claims by traders or End-Users relating to challenge rules, payout decisions, account actions, or marketing representations; (d) your violation of any applicable law or regulation; or (e) your infringement of any third-party intellectual property, privacy, or other rights.

By VaultCore. VaultCore will indemnify, defend, and hold you harmless from third-party claims alleging that the Services, as provided and used in accordance with these Terms, infringe any United States patent, copyright, trademark, or trade secret. This obligation does not apply where claims arise from modifications made by you or a third party, your combination of the Services with non-VaultCore products, or use of the Services outside the scope of these Terms.

Process. The indemnified party must: (a) promptly notify the indemnifying party in writing of any claim; (b) give the indemnifying party sole control of the defense and settlement; and (c) provide reasonable cooperation at the indemnifying party’s expense.

13. Provider Dependencies and Third-Party Services

Provider Independence. VaultCore integrates with or references third-party providers including brokers, trading platforms, market data vendors, payment processors, KYC/AML vendors, and cloud infrastructure providers (collectively, “Providers”). Providers are independent of VaultCore. VaultCore does not control, endorse, or guarantee the availability, quality, or continuity of any Provider’s services.

Operator-Provider Relationships. All agreements between Operators and Providers are separate from and independent of the Operator’s agreement with VaultCore. VaultCore is not a party to any Operator-Provider agreement.

Integration-Readiness Is Not Approval. VaultCore’s provider-readiness tools, documentation packages, and integration scaffolding are designed to help Operators prepare for provider review and onboarding processes. Integration-readiness materials do not constitute a representation or warranty that any Provider will approve, onboard, or maintain a relationship with any Operator. See the Provider Disclaimer for further detail.

Third-Party Terms. Use of third-party services accessed through or in connection with the VaultCore platform is subject to the terms and policies of those third parties. VaultCore is not responsible for third-party terms, pricing, service levels, or regulatory compliance obligations.

Service Changes. Providers may change their APIs, policies, or onboarding requirements at any time without notice to VaultCore. VaultCore will use commercially reasonable efforts to maintain integrations but does not guarantee the ongoing availability of any specific integration.

14. Governing Law and Dispute Resolution

Governing Law. These Terms and any dispute arising out of or related to the Services shall be governed by and construed in accordance with the laws of the State of Minnesota, without regard to its conflict-of-laws principles.

Informal Resolution. Before initiating any formal dispute proceeding, the parties agree to attempt to resolve any dispute informally by sending written notice describing the dispute and relief sought. The parties shall meet and confer in good faith within thirty (30) days of receipt of such notice.

Arbitration. If informal resolution is unsuccessful, any dispute, claim, or controversy arising out of or relating to these Terms shall be determined by binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules. The arbitration shall be conducted in Hennepin County, Minnesota. The arbitrator may award any remedy available at law or in equity. Judgment on the award may be entered in any court having jurisdiction.

Class Action Waiver. TO THE EXTENT PERMITTED BY LAW, YOU WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING AGAINST VAULTCORE. DISPUTES SHALL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS.

Equitable Relief. Notwithstanding the arbitration agreement, either party may seek emergency injunctive or other equitable relief from the Hennepin County District Court, Fourth Judicial District of Minnesota, to prevent irreparable harm pending arbitration. Each party consents to personal jurisdiction and venue in Hennepin County, Minnesota for such proceedings.

Small Claims. Either party may bring an individual claim in small claims court for disputes within that court’s jurisdictional limits.

[ATTORNEY REVIEW NOTE: Review enforceability of class action waiver under Minnesota consumer protection statutes. Confirm AAA rules are appropriate for the expected dispute value range.]

15. Changes to These Terms

VaultCore reserves the right to modify these Terms at any time. When VaultCore makes material changes, VaultCore will provide notice by: (a) posting the updated Terms to this page with a revised effective date; and (b) sending email notice to the address associated with your account, or displaying a prominent notice within the Services, at least thirty (30) days prior to the changes taking effect for existing customers.

Your continued use of the Services after the effective date of modified Terms constitutes your acceptance of the changes. If you do not agree to modified Terms, you must stop using the Services and may terminate your subscription in accordance with Section 10. For changes required by law or to address security concerns, VaultCore may implement changes immediately with shorter notice.

16. Contact

Questions regarding these Terms should be directed to:

For security-related matters, refer to our Security Responsible Disclosure Policy. For provider-related inquiries, refer to our Provider Disclaimer.