Effective Date: August 26, 2026
These Terms of Service ("Terms") are a legal agreement between Everly Labs LLC, a Florida limited liability company doing business as Vigently ("Vigently," "we," "us," or "our"), and the business or organization that creates an account to use the Service ("Customer," "Company," or "you").
1. Acceptance of Terms
By creating an account, accessing, or using Vigently (the "Service"), you agree to be bound by these Terms and by our Privacy Policy, which is incorporated by reference. If you do not agree, do not use the Service. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, in which case "you" refers to that entity.
2. Eligibility
You must be at least 18 years old and have the legal capacity to enter into a binding contract to use the Service. The Service is intended for use by businesses and organizations, not individual consumers.
3. Business Accounts
Vigently is a business-to-business (B2B) Service. Accounts are intended for use by companies, organizations, and other business entities ("Companies"), not for personal, family, or household use.
4. Company Accounts and Users
A Company account may have one or more individual Users (for example, administrators and team members) authorized to access the Service on the Company's behalf. The Company is responsible for all activity that occurs under its account, including actions taken by its Users, and for ensuring its Users comply with these Terms.
5. Vendor Invitations
Companies may invite their vendors and subcontractors ("Vendors") to submit documentation through the Service. Vendors do not create accounts or log in; instead, they receive a secure invitation link that allows them to upload requested documents. Invitation links are associated with a specific Company and Vendor, are temporary, and may expire, be replaced, or be invalidated. Vendor documents submitted through an invitation link are managed by the Company that requested them.
6. Permitted Use
You may use the Service only for its intended purpose: to manage vendor documentation, invite Vendors to submit documents, and review the documentation status and evaluations the Service generates, in each case for your own legitimate business purposes.
7. Prohibited Use
You agree not to:
- use the Service for any unlawful purpose or in violation of applicable law;
- upload or transmit malware, viruses, or other harmful code;
- attempt to gain unauthorized access to the Service, other accounts, or another Company's data;
- attempt to access, view, or interfere with data belonging to a Company other than your own;
- scrape, harvest, or extract data from the Service in an unauthorized or automated manner;
- interfere with or disrupt the integrity or performance of the Service;
- circumvent any usage limits, security controls, or access restrictions;
- misuse the Service's AI functionality, including attempting to manipulate extraction or evaluation results; or
- submit, upload, or facilitate the submission of fraudulent, forged, altered, or intentionally misleading documents or information.
A more detailed list of prohibited conduct is set out in our Acceptable Use Policy, which is incorporated by reference.
8. Customer Responsibilities
You are responsible for:
- providing accurate and current information about your Company, your Users, and your Vendors;
- maintaining the confidentiality and security of your account credentials;
- ensuring your use of the Service complies with applicable law;
- having a legitimate business basis for requesting, receiving, storing, and processing documentation from your Vendors;
- respecting the privacy and intellectual property rights of Vendors and other third parties; and
- your Users' compliance with these Terms.
9. User Credentials
Each User is responsible for maintaining the confidentiality of their login credentials and for all activity that occurs under their account. Notify us promptly if you become aware of any unauthorized use of an account.
10. Subscription and Billing
The Service is offered under subscription plans described on our pricing page, checkout flow, applicable order form, or other commercial agreement. The applicable price, billing frequency, usage limits, and included features will be disclosed before purchase. Trial, pilot, promotional, beta, or early-access offerings may be subject to additional terms communicated at the time they are offered. Fees are billed and collected through our payment processor, Stripe, and are non-refundable except as described in Section 12 (Cancellation).
11. Automatic Renewal
Subscriptions renew automatically at the end of each billing period (monthly or annually, depending on your selected plan) unless canceled before the renewal date. By subscribing, you authorize Vigently and Stripe to charge your payment method on file for each renewal period.
12. Cancellation
You may cancel your subscription at any time through your account settings or by contacting us. Cancellation takes effect at the end of your current paid billing period, and you will continue to have access to the Service until that date. All fees are non-refundable, including for partial billing periods.
13. Taxes
Fees are exclusive of applicable taxes unless otherwise stated. Customer is responsible for applicable sales, use, value-added, or similar taxes, excluding taxes based on Vigently's net income.
14. Uploaded Content
"Uploaded Content" means any documents, data, or other information that you, your Users, or your Vendors submit to the Service. You retain ownership of your Uploaded Content. You grant Vigently a limited license to host, store, process, and display Uploaded Content solely as necessary to provide the Service to you.
15. Customer Data
"Customer Data" means information about your Company, Users, and Vendors that you provide, or that is generated through your use of the Service (for example, evaluation results and audit logs). Customer Data is handled as described in our Privacy Policy.
16. Vendor Documents
Documents submitted by Vendors are collected on behalf of, and are managed by, the Company that requested them. Vendor Documents submitted through the Service are processed by Vigently on behalf of the Company that requested the documentation, subject to these Terms and our Privacy Policy. See Section 16A below and our Insurance Documentation Disclaimer for important limitations on how this documentation should be used.
16A. Customer and Vendor Representations Regarding Submitted Documents
By uploading or submitting a document or other content to the Service, the person or entity submitting it represents and warrants that:
- they have the right and authority to provide that content;
- to their reasonable knowledge, the document is authentic, has not been fraudulently altered, and accurately reflects the information it purports to represent; and
- they are not submitting content they know to be false, forged, or misleading.
Customers are responsible for having a legitimate basis to request, receive, store, and process documentation from their Vendors. Vendors are responsible for providing information and documentation that is true, accurate, current, and not misleading.
Vigently processes and evaluates the documents and information it receives using AI, OCR, and rule-based validation. Vigently does not independently verify the authenticity, legal validity, origin, or issuance of any document, and does not guarantee that a document was actually issued by the insurance carrier, authority, or organization it appears to be from. Vigently is not responsible for fraud, forgery, alteration, impersonation, or inaccurate information submitted by Customers, Vendors, or other third parties, and should not be treated as a fraud-detection, identity-verification, or document-forensics service unless we expressly offer such a feature in the future. The presence of a document, successful AI extraction, validation result, confidence score, or favorable Vendor Status does not constitute confirmation that the underlying document is genuine, authentic, legally valid, or validly issued.
17. Intellectual Property
The Service, including its software, design, templates, and underlying technology, is owned by Vigently or its licensors and is protected by intellectual property laws. Except for the limited license granted in Section 18, these Terms do not grant you any ownership rights in the Service.
18. License to Use the Service
Subject to these Terms and payment of applicable fees, Vigently grants you a limited, non-exclusive, non-transferable license to access and use the Service for your internal business purposes during the term of your subscription.
19. Feedback
If you provide suggestions, ideas, or feedback about the Service, you agree that Vigently may use that feedback without restriction or compensation to you.
20. Third-Party Services
Vigently may use third-party service providers to operate the Service — for example, for authentication, payment processing, cloud storage, database hosting, email delivery, AI-assisted document processing, error monitoring, and product analytics. A current list of these providers is available in our Subprocessor List. Vigently is not responsible for the independent acts or omissions of third-party providers, except as required by applicable law or as otherwise provided in these Terms.
21. Artificial Intelligence
Vigently uses AI and other automated tools to extract information from Uploaded Content and to support the evaluation process. AI processing may be performed using one or more third-party AI providers.
22. AI Output Disclaimer
AI-generated extractions and confidence scores may contain errors, particularly for low-quality, unusual, or non-standard documents. Confidence scores are indicators of the system's certainty about a specific result, not guarantees of accuracy. Automated processing is a normal and expected part of the Service. Human review is especially recommended when confidence is low, information appears inconsistent, a document is unusual, the Service flags a result for manual review, or a material legal, insurance, contractual, regulatory, or business decision depends on the information. See our AI & Automated Processing Disclaimer for more detail.
23. Document Evaluation Disclaimer
Vigently evaluates the documentation and data available to it against standardized rules and Industry Templates maintained by Vigently and displays a resulting documentation status. This evaluation reflects only what the Service observed at a point in time and is not a determination of legal, contractual, regulatory, or insurance sufficiency. See our Insurance Documentation Disclaimer for more detail.
24. Accuracy, Performance & Automated Processing Limitations
The Service uses a combination of automated technologies and processes, which may include artificial intelligence, optical character recognition (OCR), document classification, structured data extraction, normalization, validation, deterministic evaluation rules, background processing, and automated alerts and status updates.
Although Vigently is designed to provide reliable automated document processing, the Service is not error-free. Individual extraction, classification, evaluation, status, finding, or alert results may occasionally be inaccurate, incomplete, delayed, or unavailable — for example, as a result of extraction errors, incorrect dates, missing or incomplete fields, classification errors, policy-number or coverage-value errors, confidence-score errors, delayed or missed alerts, temporary processing failures, or inaccurate Vendor Status caused by inaccurate or incomplete source information or processing results.
Occasional or isolated processing, extraction, classification, evaluation, status, or alert errors do not, by themselves, constitute a breach of these Terms or a failure of the Service, provided that the Service operates substantially in accordance with its documented functionality.
25. No Legal Advice
Nothing in the Service, or in any output, report, communication, or disclaimer provided through the Service, constitutes legal advice. You should consult a licensed attorney for legal questions related to your use of the Service or your relationships with Vendors.
26. No Insurance Advice
Vigently is not an insurance company, broker, or agent. Nothing in the Service constitutes insurance advice, and Vigently does not recommend, sell, or interpret insurance policies, or determine whether coverage is adequate or sufficient for any purpose. Consult a licensed insurance professional for insurance-related questions.
27. No Regulatory Advice
Nothing in the Service constitutes regulatory or compliance advice. You are responsible for determining your own regulatory obligations and those of your Vendors.
28. No Guarantee of Compliance
Vigently does not guarantee that any Company or Vendor is, or will remain, compliant with any legal, contractual, or regulatory obligation. Documentation statuses generated by the Service — such as Up To Date, Pending Documents, Under Review, Action Required, or Expired — are indicators of the state of submitted documentation. They do not represent a certification of legal compliance, insurance adequacy, contractual compliance, Vendor approval, or document authenticity. A favorable Vendor Status does not mean that every underlying data point is accurate or that every submitted document is authentic or validly issued.
29. Customer Decision Responsibility
Vigently collects and organizes information, processes documents, extracts data, generates documentation evaluations, identifies findings, calculates Vendor Status, and generates alerts. Customers remain responsible for determining what documentation they require from Vendors, whether additional review or independent verification is appropriate, and what business actions to take based on information presented by the Service.
Vigently does not make vendor approval, contracting, insurance, legal, regulatory, or risk-management decisions on behalf of Customers. Among other things, Customers decide whether to engage or continue working with a Vendor, whether to request additional documentation, whether to consult an insurance broker or attorney, whether to independently verify information with an insurance carrier or other third party, and whether a particular situation requires additional review.
Customers should apply appropriate human judgment where information is material, appears inconsistent, is flagged for review, or where independent verification is legally, contractually, or reasonably necessary.
30. Service Availability
We aim to keep the Service available and reliable, but we do not guarantee uninterrupted or error-free operation. The Service may be temporarily unavailable for maintenance, updates, or reasons outside our control. Any specific uptime, response-time, processing-time, or other service-level commitment applies only if expressly provided in an applicable SLA, Order Form, or other written agreement.
31. Beta / Early Access
From time to time, Vigently may make certain features available as beta, pilot, preview, early-access, or pre-release functionality. These features may contain errors, change, be modified, be discontinued, or have limited support, and are provided "as is." These limitations apply only to the specific features designated as beta, pilot, preview, early-access, or pre-release, and not to the Service generally. See our Beta / Product Maturity Disclaimer for more detail.
32. Modification of Service
We may modify, update, or discontinue features of the Service at any time. We will make reasonable efforts to notify Customers of material changes that affect their use of the Service.
33. Suspension
We may suspend your access to the Service if we reasonably believe you have violated these Terms, the Acceptable Use Policy, or applicable law, or if suspension is necessary to protect the Service, other users, or third parties. Where practical, we will provide notice of suspension and the reason for it.
34. Termination
You may terminate these Terms by canceling your subscription as described in Section 12. We may terminate or suspend your account for material breach of these Terms that remains uncured after notice, for non-payment, or as required by law.
35. Data After Termination
Following termination or cancellation of your account, we will retain your Customer Data and Uploaded Content for up to twelve (12) months to allow for export and potential reactivation, after which it may be deleted from our active systems in accordance with our data retention practices.
36. Confidentiality
Each party may have access to confidential business information of the other party in connection with the Service. Each party agrees to use the other's confidential information only as necessary to perform its obligations under these Terms and to protect it with reasonable care.
37. Warranties; Disclaimer of Warranties
Except as expressly stated in these Terms, the Service is provided "as is" and "as available," without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
38. Limitation of Liability
To the maximum extent permitted by law, Vigently will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or business opportunity, arising out of or related to your use of the Service. Vigently's total liability arising out of or related to these Terms will not exceed the amount you paid to Vigently in the twelve (12) months preceding the event giving rise to the claim.
39. Indemnification
You agree to indemnify and hold Vigently harmless from claims, damages, and expenses (including reasonable attorneys' fees) arising from: (a) your breach of these Terms; (b) your Uploaded Content, including any claim that it is fraudulent, infringing, or unlawful; or (c) your violation of applicable law.
40. Governing Law
These Terms are governed by the laws of the State of Florida, without regard to its conflict-of-laws principles.
41. Dispute Resolution
Before filing a claim, the parties agree to attempt to resolve any dispute informally by contacting each other in writing. If a dispute is not resolved informally within 30 days, it may be brought in the state or federal courts located in Florida, and each party consents to the jurisdiction of those courts.
42. Changes to Terms
We may update these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by email or an in-app notice) before the changes take effect. Continued use of the Service after changes take effect constitutes acceptance of the updated Terms.
43. Contact Information
Questions about these Terms can be sent to: legal@vigently.com.
Everly Labs LLC, d/b/a Vigently
7901 4th St N, Ste 300, St. Petersburg, FL 33702