Terms of Use

2.1 Who may use.

The Service is for business use. You must be at least 18 and authorized to act for the Customer.

2.2 Account security.

Keep credentials confidential; do not share logins. You are responsible for actions under your account.

2.3 Changes.

We may update the Service (including adding/removing features). Material adverse changes to these Terms will be notified at least 30 days in advance. If you do not agree, you may terminate before the effective date (see §20).

3.1 License.

Subject to these Terms and payment of fees, we grant you a non-exclusive, non-transferable, revocable right to access and use the Service during your subscription term for your internal business purposes.

3.2 Seats vs. Profiles/Credits.

Unless your order states otherwise, access is licensed by Profiles and Credits, not by seat. You must stay within plan limits, rate limits, and fair-use rules.

3.3 No reverse engineering.

Do not copy, modify, decompile, or create derivative works of the Service or its software.

3.4 No competitive analysis abuse.

You may not access the Service to build a competing product or feature set.

5.1 Your responsibility.

You control your Profiles and Customer Data. You must ensure you have the rights to use/upload all materials.

5.2 Vashly content.

We may provide AI-generated templates and texts. You are responsible for reviewing, editing, and approving them before publication.

5.3 Publicity.

We may reference you as a customer (name and logo) only with your prior consent or where you have enabled such setting in admin. You can withdraw consent at any time.

6.1 Sources.

Candidate Data in Lucy may come from: (i) data you upload; (ii) publicly available sources; (iii) licensed Third-Party Providers; and/or (iv) Customer-authorized integrations.

6.2 Lawful basis.

You are responsible for ensuring a lawful basis to process Candidate Data in your use case (e.g., legitimate interest, consent) and for honoring data subject rights requests addressed to you.

6.3 Accuracy/recency.

Candidate Data and enrichment can be incomplete, outdated, or inaccurate. Use professional judgment.

6.4 Suppression lists.

You can upload or mark "Do Not Contact" statuses; you must honor them. We enforce suppression in Lucy outreach as configured by you.

7.1 Assistance only.

Lucy provides assistive search/enrichment and optional outreach sequencing. Hiring decisions are yours. The Service is not an employment agency or recruiter.

7.2 Credits & rate limits.

Discovery Credits: consumed for searches, profile expansions, and enrichment calls.

Outreach Credits: consumed for sends/attempts (email/DM) or channel verifications.

Credits are plan-bound, may include monthly caps, and (unless your order says otherwise) do not roll over. We may throttle abusive or anomalous usage to protect systems and providers.

7.3 Third-Party Services.

Outreach and enrichment rely on providers (e.g., email delivery, data vendors). Their terms/policies apply in addition to ours. If a provider limits or suspends functionality, we'll use reasonable efforts to mitigate or substitute, but we're not liable for provider outages or policy changes.

7.4 No circumvention.

Do not use Lucy to violate or circumvent any third-party platform's rules or technical measures (e.g., rate limits, anti-automation, scraping restrictions).

8.1 Ownership.

As between the parties, you own Customer Data and Candidate Data you control.

8.2 License to operate the Service.

You grant us a worldwide, royalty-free license to host, process, transmit, display, and create derivative works of Customer Data solely to provide, maintain, secure, and improve the Service and develop features (including model quality), and as otherwise permitted by these Terms and our Privacy Notice.

8.3 Aggregated/De-identified data.

We may use aggregated and/or de-identified data for analytics, benchmarking, and improving the Service. We will not re-identify such data.

8.4 Prohibited data.

Do not submit special categories of data (e.g., health, ethnicity, religion, union membership), criminal history, children's data (<16), or bank/PCI data to the Service.

9.1 Compliance.

You must ensure that all outreach via Lucy complies with applicable laws (e.g., EU e-Privacy rules, GDPR, CAN-SPAM/PECR equivalents) and industry guidelines, including truthful sender info, lawful basis, clear opt-out, and suppression honoring.

9.2 Opt-outs.

You must process unsubscribe/objection requests promptly. We provide tools to capture and enforce opt-outs you configure.

9.3 No automated harassment.

Do not use Lucy to spam, mass-harvest contacts, or target protected classes.

10.1 Roles.

For Customer Data and Candidate Data you upload or instruct us to process, you are the data controller and we are your processor. For our own product telemetry, security logs, billing, and fraud prevention, we act as an independent controller.

10.2 DPA.

Where GDPR applies, the parties adopt and incorporate the Data Processing Addendum (DPA) available at: [insert DPA URL], which forms part of these Terms.

10.3 Subprocessors & transfers.

We use subprocessors listed at [insert subprocessor URL]. International transfers use appropriate safeguards (e.g., SCCs). We will give notice of material subprocessor changes as described in the DPA.

10.4 Security.

We implement appropriate technical and organizational measures. If we become aware of a personal data breach affecting you, we will notify you without undue delay and cooperate as required by law.

11.1 Your enablement.

If you enable an integration (e.g., ATS, email provider), you authorize us to exchange data with that Third-Party Service. Their terms and privacy practices govern their use of data.

11.2 Availability.

We are not responsible for Third-Party Services' acts, omissions, outages, or policy changes.

12.1 Vashly IP.

We and our licensors own the Service, software, models, and all related IP. No rights are granted except as expressly stated.

12.2 Feedback.

If you provide feedback or suggestions, we may use them without restriction or attribution.

13.1 Fees.

You agree to pay fees per your order/plan. Overage usage (e.g., extra Credits) may be billed at then-current rates.

13.2 Taxes.

Fees are exclusive of taxes; you are responsible for applicable taxes, except those based on our income.

13.3 Trials/Beta.

Trial and beta features are provided as-is with limited or no support and may change or end at any time.

15.1 Mutual.

Each party warrants it has authority to enter these Terms.

15.2 Service "as-is".

Because the Service uses AI and Third-Party Providers, we do not warrant uninterrupted or error-free operation, nor the accuracy or completeness of outputs or data. You must review and validate outputs.

15.3 No legal or hiring advice.

The Service is not legal advice or a substitute for HR/compliance counsel.

16.1 By Vashly (IP).

We will defend and indemnify you against third-party claims alleging that your authorized use of the Service (excluding your Data, configurations, or Third-Party Services) directly infringes a third-party IP right, and pay damages finally awarded, provided you promptly notify us, give us sole control of the defense, and reasonably cooperate. We may modify the Service, procure rights, or terminate affected features with a pro-rata refund if necessary.

Exclusions: claims arising from (a) Customer Data/Candidate Data; (b) combinations with items not supplied by us; (c) use contrary to our documentation; (d) compliance with your specifications.

16.2 By Customer.

You will defend and indemnify us from claims arising from (a) Customer Data or your use of Candidate Data; (b) your outreach practices; (c) your breach of law or third-party terms; or (d) your use of the Service in violation of these Terms.

a) Indirect damages excluded. Neither party is liable for lost profits, lost data, or indirect, special, incidental, or consequential damages.

b) Cap. Each party's aggregate liability in any 12-month period is limited to the fees paid or payable by you to us for the Service in that period.

c) Carve-outs. The cap does not apply to (i) your payment obligations; (ii) a party's indemnity obligations; (iii) breach of §4 (Acceptable Use), §10 (Data Protection) or §12 (IP; Feedback) through willful misconduct; or (iv) liability that cannot be limited under law.

20.1 Term.

These Terms apply while you use the Service and during your subscription term.

20.2 Termination for convenience.

You may terminate per your plan/order terms. Prepaid fees are non-refundable unless your order states otherwise.

20.3 Termination for cause.

Either party may terminate for material breach not cured within 30 days of notice.

20.4 Export & deletion.

On termination, you may export Customer Data for 30–60 days (as your plan allows). We will delete Customer Data within 30 days after the export window, with backups aging out within 180 days, unless we are legally required to retain it. Personal data handling follows the DPA.

20.5 Survival.

Sections 8–12, 15–19, 20.4–20.5, 21–24 survive.

25.1 Entire agreement.

These Terms (and the DPA, Privacy Notice, and your order) are the entire agreement and supersede prior terms.

25.2 Assignment.

You may not assign without our consent. We may assign to an affiliate or in connection with a merger or sale.

25.3 Severability.

If any provision is invalid, the rest remains in effect.

25.4 Force majeure.

Neither party is liable for delays/failures due to causes beyond reasonable control.

25.5 Independent contractors.

The parties are independent; no partnership or agency is created.

25.6 No waiver.

Failure to enforce is not a waiver.