Terms of Service

ReadiVault, Inc.

Effective Date: May 1, 2026 Last Updated: June 15, 2026

PLEASE READ THESE TERMS CAREFULLY. These Terms of Service contain a binding arbitration provision and class-action waiver (Section 22) that affect how disputes are resolved, and important disclaimers and limitations of liability (Sections 17–19). By using the Service, you agree to these Terms.

1. Agreement to Terms

These Terms of Service (the "Terms") are a binding agreement between you ("you," "your," or "Customer") and ReadiVault, Inc. ("ReadiVault," "we," "us," or "our") governing your access to and use of the ReadiVault procurement-readiness platform and related websites, applications, and services, including the sites at whyreadiness.readivault.com and www.readivault.com (collectively, the "Service").

By accessing or using the Service, creating an Account, or clicking to accept these Terms, you agree to be bound by them and by our Privacy Policy, which is incorporated by reference. If you do not agree, do not use the Service.

If a separate written agreement (for example, a subscription order form or master services agreement) is executed between you and ReadiVault, that agreement controls to the extent it conflicts with these Terms.

2. Definitions

Capitalized terms not defined here have the meanings given in the Privacy Policy. Additionally:

• "AI Features" means the automated coaching, analysis, drafting, and assessment features of the Service powered by proprietary and third-party artificial-intelligence models.
• "Consent Engagement Loop" means the consent-based mechanism through which a Supplier authorizes the disclosure of specified information to Procuring Organizations.
• "Customer Content" means data, documents, and materials you submit to the Service.
• "Readiness Output" means any standardized readiness score, assessment, profile, or recommendation generated by the Service.
• "Subscription" means a paid plan providing access to the Service.

3. Eligibility and Accounts

• Business use; authority. The Service is intended for business and organizational use. By using it, you represent that you are at least 18 years old and that, if you use it on behalf of an entity, you have authority to bind that entity to these Terms.
• Account registration. You agree to provide accurate, current, and complete information and to keep it updated.
• Account security. You are responsible for safeguarding your credentials and for all activity under your Account. Notify us promptly of any unauthorized use at privacy@readivault.com.
• Authorized users. If you are a Subscribing Organization, you are responsible for your authorized users' compliance with these Terms.

4. The Service

ReadiVault provides a standardized procurement-readiness platform serving four markets—Federal Government, State Government, Local Government, and the Private Sector—that helps Suppliers measure, understand, present, and improve their readiness, and helps Procuring Organizations receive consent-authorized readiness information.

What the Service is. An informational, decision-support platform that generates standardized readiness assessments, coaching, and recommendations, and that enables consent-based engagement between Suppliers and Procuring Organizations.

What the Service is not. The Service is not a guarantee of any outcome. It does not award, match, or secure contracts, opportunities, funding, certifications, or eligibility; it does not determine whether any Supplier will be selected, qualified, or approved by any Procuring Organization; and it is not a substitute for legal, financial, accounting, tax, security, or professional advice, or for a Procuring Organization's own due diligence.

We may modify, enhance, or discontinue features of the Service at any time, and will use reasonable efforts to notify Customers of material changes affecting paid features.

5. Subscriptions, Plans, and Fees

• Plans. The Service is offered through subscription plans, which currently include Mission Ready ($299/month), Battle Tested ($449/month), and Command Authority ($749/month). Current plan features and pricing are described at the point of purchase and may change as provided in Section 6.
• Billing. Fees are billed in advance on a recurring basis according to your selected plan and billing cycle. You authorize us and our payment processor to charge your designated payment method for all applicable fees and taxes.
• Taxes. Fees are exclusive of taxes. You are responsible for all applicable sales, use, VAT, and similar taxes, excluding taxes on our net income.
• Payment processing. Payments are processed by a third-party payment processor; your use of that service is subject to its terms.
• No refunds. Except as required by law or expressly stated at purchase, fees are non-refundable, and there are no refunds or credits for partial periods, unused features, or downgrades.
• Late or failed payment. We may suspend or terminate access for non-payment.

6. Auto-Renewal, Cancellation, and Price Changes

AUTOMATIC RENEWAL. Unless you cancel, your Subscription will automatically renew at the end of each billing period, and we (through our payment processor) will charge your payment method the then-current fee for the renewal term.

• Cancellation. You may cancel at any time through your Account settings or by contacting billing@readivault.com. Cancellation takes effect at the end of the current billing period; you retain access until then, and you will not be charged for the next period once cancellation is processed before the renewal date.
• Price changes. We may change fees. For recurring Subscriptions, we will provide advance notice of any fee increase, and the change will take effect on your next renewal after the notice period. Continued use after the effective date constitutes acceptance of the new fees; if you do not agree, you may cancel before the change takes effect.
• Free trials/promotions. If offered, free trials convert to paid Subscriptions unless cancelled before the trial ends, and are subject to any additional terms presented at signup.

7. The Consent Engagement Loop; Customer Obligations

The Consent Engagement Loop enables Suppliers to authorize disclosure of specified information to Procuring Organizations. When you use it, you represent and agree that:

• You have all rights, authority, and consents necessary to submit the information you provide and to authorize its disclosure to the recipients you select;
• The information you submit and authorize for disclosure is accurate, current, and not misleading;
• You will use the Service, and any Readiness Output, only for lawful business purposes and in compliance with these Terms and applicable law; and
• You understand that ReadiVault discloses information only within the scope you authorize, that you may revoke consent for future disclosures, and that revocation does not retrieve information a recipient already received.

Procuring Organizations agree to use information received through the Service only for legitimate procurement-related purposes and in compliance with applicable law.

8. Acceptable Use

You will not, and will not permit anyone to:

• Use the Service in violation of any applicable law or regulation;
• Submit false, misleading, unlawful, infringing, or unauthorized information;
• Access or use another party's data without authorization, or misuse the Consent Engagement Loop;
• Use the Readiness Output or any Service data for any purpose that would make the Service or ReadiVault a "consumer reporting agency," or use it as a "consumer report," under the Fair Credit Reporting Act or any similar law (see Section 11);
• Scrape, harvest, crawl, or use automated means to extract data except through interfaces we expressly authorize;
• Reverse engineer, decompile, disassemble, or attempt to derive the source code, models, model weights, scoring methodology, or trade secrets of the Service, except to the extent this restriction is prohibited by law;
• Circumvent authentication, rate limits, usage restrictions, or security measures;
• Introduce malware or interfere with the integrity, security, or performance of the Service;
• Use the Service to build or train a competing product or model, or to benchmark for a competitor, without our prior written consent;
• Resell, sublicense, or provide the Service to third parties except as expressly permitted; or
• Use the Service in a manner that infringes intellectual-property or privacy rights, or that is defamatory, harassing, or otherwise objectionable.

We may investigate suspected violations and may suspend or terminate access for conduct we reasonably determine violates these Terms or harms the Service, other users, or third parties.

9. Customer Content and License

• Ownership. As between you and ReadiVault, you retain all rights you hold in Customer Content.
• License to us. You grant ReadiVault a worldwide, non-exclusive, royalty-free license to host, store, process, reproduce, display, and transmit Customer Content solely as necessary to provide, secure, and improve the Service, to generate Readiness Outputs, to enable the Consent Engagement Loop, and as otherwise described in the Privacy Policy. This license continues for such content as necessary to provide the Service and survives to the extent required for our lawful, described purposes (including de-identified and aggregated data).
• Your representations. You represent and warrant that you have all rights and consents necessary to submit Customer Content and to grant the license above, and that Customer Content does not violate any law or third-party right.
• Feedback. If you provide suggestions or feedback, you grant us a perpetual, irrevocable, royalty-free license to use it without restriction or obligation to you.

10. Readiness Output; No Guarantee

Readiness Outputs are informational and decision-support tools only. You acknowledge and agree that:

• Readiness Outputs do not guarantee, and do not represent, that any Supplier will be awarded a contract, selected, qualified, certified, funded, or approved by any Procuring Organization;
• Readiness Outputs are generated from Readiness Inputs and third-party and government data that may be incomplete, out of date, or inaccurate, and ReadiVault does not warrant their accuracy or completeness;
• Procuring Organizations are solely responsible for their own procurement decisions and due diligence; and
• The scoring and assessment methodology is ReadiVault's proprietary intellectual property and may change over time.

11. AI Features; No Professional Advice; FCRA Limitation

• AI outputs may be wrong. AI Features may generate content that is inaccurate, incomplete, or not suitable for your circumstances. You are responsible for reviewing and independently verifying AI-generated output before relying on or acting on it.
• No professional relationship. The Service, including AI coaching and analysis, does not provide legal, financial, accounting, tax, cybersecurity-compliance, or other professional advice, and no attorney-client, fiduciary, advisory, or similar relationship is created. Consult qualified professionals for advice specific to your situation.
• FCRA. ReadiVault is not a consumer reporting agency, and Readiness Outputs are not "consumer reports" and are not intended or authorized for use in whole or in part as a factor in establishing eligibility for credit, insurance, employment, or any other purpose covered by the Fair Credit Reporting Act (15 U.S.C. § 1681 et seq.) or any similar state law. You agree not to use the Service or any Readiness Output for any such purpose.

12. Third-Party Data, Systems, and Services

The Service incorporates data from, and may interoperate with, government systems and third-party providers. ReadiVault does not control and does not warrant the accuracy, completeness, currency, or availability of third-party or government data or systems, and the authoritative source for any government record is the government system of record. Access to certain gated or authenticated government systems occurs only where properly authorized. Your use of any third-party service is subject to that third party's terms, and we are not responsible for third-party acts or omissions.

13. Intellectual Property

• Our rights. The Service, including all software, models, model weights, scoring methodology, user interfaces, text, graphics, designs, and the ReadiVault name, logos, and marks, and all related intellectual property (including patents pending and trade secrets), are owned by or licensed to ReadiVault and are protected by law. Except for the limited rights expressly granted, no rights are granted to you.
• Limited license to you. Subject to these Terms and your payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your internal business purposes during your Subscription.
• Trademarks. ReadiVault trademarks and service marks may not be used without our prior written permission. Other marks are the property of their respective owners.
• Restrictions. You will not remove or alter proprietary notices, and you will comply with the use restrictions in Section 8.

14. Confidentiality

Each party may receive the other's non-public information that is designated confidential or that reasonably should be understood to be confidential ("Confidential Information"). The receiving party will use Confidential Information only to exercise its rights and perform its obligations under these Terms and will protect it with reasonable care. This section does not apply to information that is public through no fault of the receiving party, independently developed, lawfully received from a third party, or required to be disclosed by law (with notice where permitted).

15. Privacy

Our collection and use of information is described in the Privacy Policy, incorporated by reference. By using the Service, you acknowledge the Privacy Policy.

16. Term, Suspension, and Termination

• Term. These Terms apply while you use the Service and for any active Subscription period.
• Suspension. We may suspend access immediately if we reasonably believe you have violated these Terms, pose a security risk, or fail to pay.
• Termination by you. You may stop using the Service and cancel your Subscription as described in Section 6.
• Termination by us. We may terminate or restrict access for material breach, unlawful use, or as otherwise permitted by these Terms, with notice where practicable.
• Effect of termination. Upon termination, your right to use the Service ends. We will make Customer Content available for export for a limited period where reasonably practicable, after which we may delete or de-identify it in accordance with the Privacy Policy and our retention practices, except as required by law.
• Survival. Sections concerning fees owed, Customer Content licenses (as applicable), intellectual property, disclaimers, limitation of liability, indemnification, dispute resolution, and general provisions survive termination.

17. Disclaimers of Warranties

THE SERVICE, INCLUDING ALL READINESS OUTPUTS, AI FEATURES, AND THIRD-PARTY AND GOVERNMENT DATA, IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, READIVAULT DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT READINESS OUTPUTS OR AI-GENERATED CONTENT WILL BE ACCURATE, COMPLETE, OR RELIABLE. Some jurisdictions do not allow certain disclaimers, so some may not apply to you.

18. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• No indirect damages. NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOST OPPORTUNITIES (INCLUDING LOST CONTRACTS OR AWARDS), OR LOSS OF DATA OR GOODWILL, ARISING OUT OF OR RELATING TO THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY.
• Liability cap. READIVAULT'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO READIVAULT FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

These limitations apply regardless of the theory of liability and are a fundamental basis of the bargain. Some jurisdictions do not allow certain limitations, so some may not apply to you.

19. Indemnification

You will defend, indemnify, and hold harmless ReadiVault and its officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your Customer Content; (b) your use of the Service or any Readiness Output; (c) your violation of these Terms or applicable law; (d) your misuse of the Consent Engagement Loop or unauthorized disclosure; or (e) your infringement or violation of any third-party right.

20. Government Users

If you access the Service as, or on behalf of, a U.S. federal, state, or local government entity, the following applies. The Service and its components are "commercial products," "commercial services," and "commercial computer software" as those terms are used in federal acquisition regulations, and are provided with only the rights granted to all other users under these Terms, consistent with FAR 12.212 and DFARS 227.7202, as applicable. No provision of these Terms requiring indemnification, certain limitations, choice of law, or binding arbitration applies to a U.S. federal government entity to the extent prohibited by federal law, including the Anti-Deficiency Act, the Contract Disputes Act, and principles of sovereign immunity; for such entities, those provisions apply only to the extent authorized by federal law. State and local government entities agree to these Terms only to the extent permitted by applicable law.

21. Export Controls and Sanctions

You represent that you are not located in, and will not use the Service in, a country or region subject to comprehensive U.S. sanctions, and that you are not a person with whom U.S. persons are prohibited from dealing. You will comply with all applicable export-control and sanctions laws.

22. Dispute Resolution; Arbitration; Class Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS. (This Section does not apply to any U.S. federal government entity, and applies to state and local government entities only to the extent permitted by applicable law.)

• Informal resolution. Before initiating any dispute, the parties will attempt to resolve it informally by written notice to legal@readivault.com and a good-faith discussion for at least 30 days.
• Binding arbitration. Except as provided below, any dispute arising out of or relating to these Terms or the Service will be resolved by final and binding arbitration administered by an arbitrator provider under its applicable rules, before a single arbitrator, in Washington, DC. The Federal Arbitration Act governs the interpretation and enforcement of this provision.
• Class-action waiver. Disputes will be brought only in an individual capacity, and not as a plaintiff or class member in any class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one party's claims.
• Exceptions. Either party may (a) bring an individual claim in small-claims court, and (b) seek injunctive or equitable relief in a court of competent jurisdiction to protect intellectual property or Confidential Information.
• Opt-out. You may opt out of arbitration by sending written notice to privacy@readivault.com within 30 days of first accepting these Terms.

23. Governing Law and Venue

These Terms are governed by the laws of the State of District of Columbia, without regard to its conflict-of-laws rules, and, for arbitrability, by the Federal Arbitration Act. Subject to Section 22, the exclusive venue for any permitted court action is the state and federal courts located in Washington, DC, and you consent to their jurisdiction. This Section does not override any mandatory law applicable to a government entity under Section 20.

24. Changes to These Terms

We may update these Terms from time to time. When we make material changes, we will update the "Last Updated" date and provide notice where required (for example, by posting on the Sites or emailing Account administrators). Your continued use of the Service after the effective date constitutes acceptance of the revised Terms. If you do not agree, stop using the Service.

25. General Provisions

• Entire agreement. These Terms, the Privacy Policy, and any order form or written agreement between the parties constitute the entire agreement and supersede prior agreements on the subject.
• Assignment. You may not assign these Terms without our prior written consent; we may assign them in connection with a merger, acquisition, financing, or sale of assets.
• Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.
• Severability. If any provision is held unenforceable, the remaining provisions remain in effect, and the unenforceable provision will be modified to the minimum extent necessary.
• No waiver. Failure to enforce a provision is not a waiver.
• Notices. Legal notices to ReadiVault must be sent to legal@readivault.com and, where applicable, to our registered address. We may provide notice to you through the Service or your Account email.
• Relationship. The parties are independent contractors; nothing creates a partnership, joint venture, agency, or employment relationship.
• Headings. Headings are for convenience only.

26. Contact Us

ReadiVault, Inc. Washington, DC 20009 General: privacy@readivault.com Legal: legal@readivault.com Billing: billing@readivault.com

These Terms of Service govern the ReadiVault Service and the Sites identified above and should be read together with the ReadiVault Privacy Policy.