Legal

Terms of Service

Version 2026-11-07 · Effective November 7, 2026

These Terms of Service ("Terms") are an agreement between Négus Group Inc., a California corporation doing business as VouchSafe ("VouchSafe", "we", "us"), and the business that creates a VouchSafe workspace or otherwise uses the service ("Customer", "you"). The person who accepts these Terms confirms that they have authority to bind that business. The Data Processing Addendum ("DPA") forms part of these Terms. Our Privacy Policy explains how we handle personal information. If you don't agree to these Terms, don't use the service.

1. The service

VouchSafe helps businesses verify payment and account-change requests before acting on them. The hosted service ("Service") scores messages you choose to check, opens verification cases, places or records callbacks to numbers in your trusted directory, requires a second approver above a threshold you set, can watch supplier bank details in a connected QuickBooks Online or Xero account, and keeps a hash-chained audit log.

The Service is built around one rule: no money should move, and no bank detail should change, until the real person confirms the request through a callback on a number already on file, and, above your threshold, a second approver releases it. The Service supports that rule inside VouchSafe. It can't enforce it in your bank, your accounting system or anywhere else; see section 4.

Free offline checker. The checker at /solo/ runs in your browser, is free and is provided "as is". Only sections 3, 4, 9, 10, 11 and 13 apply to it.

Self-hosted software. If we provide VouchSafe software for you to run on your own servers, these Terms govern your use of it, except that section 2's approval and VouchSafe-placed callback terms, section 7's hosting commitments and the DPA don't apply. You're responsible for installing, operating, securing and backing up your installation, and for any phone or accounting accounts you connect to it.

2. Your workspace and accounts

• You're responsible for the people you invite, the roles you give them, everything done under your workspace's accounts, and keeping passwords and add-in tokens confidential. Tell us promptly at [email protected] if you suspect unauthorized access.
• You're responsible for the accuracy of your trusted directory. Callbacks are only as reliable as the numbers you record, so take them from your own records, never from a message asking for payment.
• New workspaces start in a pending state. We switch on VouchSafe-placed callbacks once we've approved your workspace, and we may decline or delay approval. Until then, staff can record callbacks they place themselves.
• The Service is for businesses. You confirm you're using it for business purposes and not as a consumer.

3. Acceptable use

You won't, and won't let anyone else:

• use the Service to contact anyone who isn't one of your genuine business contacts, or to send marketing, promotional or unsolicited messages;
• break any law, including laws on calls, texts, recording, privacy and anti-spam, such as the U.S. Telephone Consumer Protection Act;
• probe, scan or test the Service's security except as our vulnerability policy allows, or try to access another customer's workspace;
• disrupt, overload or reverse-engineer the Service, or use it to build a competing product;
• resell, sublicense or provide the Service to third parties without our written agreement.

Calls and texts. VouchSafe-placed callbacks are one-time verification messages that you trigger for a specific transaction. You're responsible for having any consent or other legal basis the law requires before VouchSafe texts or calls a number in your directory on your behalf, and for removing a number when the person asks not to be contacted. Recipients can reply STOP to texts to opt out.

4. What VouchSafe does and doesn't do

VouchSafe reduces the risk of payment fraud; it can't remove it. You agree that:

• Risk scores can be wrong. A low score doesn't mean a request is genuine, and a high score doesn't mean it's fraud. A low score never removes the verification steps your policy requires.
• VouchSafe doesn't move, hold or stop money. It isn't connected to your bank. You and your bank decide whether a payment is made.
• The ledger guard reacts after the fact. QuickBooks Online and Xero don't let outside apps block an edit. VouchSafe restores verified bank details after it receives the ledger's change notification, which can be delayed or fail.
• VouchSafe doesn't detect deepfakes. It routes requests to a callback on a number you already hold instead.
• Callbacks depend on telephone networks and on Twilio, which may delay or fail to deliver a message.
• It only checks what you check. The add-ins score messages your staff open in VouchSafe; they don't scan whole mailboxes.
• It isn't legal, compliance, insurance or financial advice, and it doesn't recover lost funds. Using VouchSafe doesn't by itself make you compliant with any law, regulation or rule, including the Nacha Operating Rules.

You remain responsible for your payment decisions and for keeping your own controls, including those your bank requires.

5. Fees and payment

• Plans. Plan prices, user limits and included callbacks are those on our pricing page when you sign up or renew. Prices exclude taxes.
• Billing. Plans are billed monthly in advance, starting when you sign up. VouchSafe-placed callbacks over your plan's monthly allowance are never blocked; they're billed monthly in arrears at the published overage rate. Callbacks sent through your own Twilio account are billed to you by Twilio, not by us.
• Payment. You pay your plan fee by card when you sign up, and we charge the same card at the start of each monthly period through our payment processor, Stripe. We never see or store your full card number. Charges for extra callbacks are invoiced and due within 30 days. Fees are non-refundable except as these Terms say.
• Taxes. You pay any sales, use, value-added or similar taxes on the fees, other than taxes on our income.
• Late payment. If a card payment fails, Stripe will retry it. If your subscription then ends unpaid, or an invoice is more than 15 days overdue after we've emailed you a reminder, we may suspend the Service until it's paid.
• Price changes take effect at your next renewal, and we'll give you at least 30 days' notice by email.

6. Your data

• Ownership. Content you or your users put into your workspace ("Customer Data") remains yours. You give us permission to host, copy, process and transmit it only as needed to provide, secure and support the Service, and as described in the DPA.
• No selling or training. We don't sell Customer Data, and we don't use it to train models for anyone else.
• Aggregated statistics. We may use aggregated, de-identified information about how the Service performs, such as counts of cases or callbacks, to operate and improve it. That information never identifies you, your users or your contacts.
• Export and deletion. Admins can export the audit log as CSV at any time, and we'll provide a full copy of your workspace on request. When your workspace is closed or these Terms end, we'll delete Customer Data from our live systems within 30 days, as set out in the DPA.
• Feedback. If you send us suggestions, we may use them without obligation to you.

7. Our responsibilities

We'll provide the Service with reasonable skill and care, keep your workspace separate from other customers' and protect it as described on our Security page, without materially reducing that protection during your subscription. We use commercially reasonable efforts to keep the Service available, but we don't promise any particular uptime, and we may carry out maintenance. Support is by email at [email protected] on U.S. business days, and Business plan requests are answered first.

8. Term, suspension and termination

• Term. Your subscription renews automatically for the same period unless you cancel before the renewal date. You can cancel at any time from the billing page in your workspace's settings, or by emailing us; cancellation takes effect at the end of the paid period.
• Suspension. We may suspend all or part of the Service immediately if you breach section 3, if your use puts the Service or other customers at risk, or as section 5 allows. We'll tell you why and restore it once the problem is fixed.
• Termination for breach. Either of us may end these Terms if the other materially breaches them and doesn't fix the breach within 30 days of written notice.
• Our termination for convenience. We may end these Terms on 60 days' notice, and we'll refund any prepaid fees for the period after termination.
• Effect. When these Terms end, your right to use the Service ends, you pay any fees owed, and you can request an export of your Customer Data for 30 days. Sections 4, 6, 9, 10, 11 and 13 continue to apply.

9. Disclaimers

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE, THE FREE OFFLINE CHECKER AND ANY SOFTWARE ARE PROVIDED "AS IS" AND "AS AVAILABLE". TO THE FULLEST EXTENT PERMITTED BY LAW, VOUCHSAFE DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DON'T WARRANT THAT THE SERVICE WILL DETECT OR PREVENT EVERY FRAUDULENT REQUEST, THAT CALLBACKS WILL BE DELIVERED, OR THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.

10. Limitation of liability

Fraud losses. Fraud is committed by third parties. VouchSafe isn't liable for money paid or redirected to a fraudster, for a payment you or your bank make or decline to make, or for losses caused by inaccurate information in your trusted directory, whether or not the Service flagged the request.

No indirect damages. TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL OR DATA, EVEN IF ADVISED OF THEIR POSSIBILITY.

Cap. TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS AND THE SERVICE IS LIMITED TO THE GREATER OF (A) THE FEES YOU PAID OR OWED TO VOUCHSAFE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM AND (B) US $100.

Exceptions. The exclusions and cap don't apply to your obligation to pay fees, to either party's indemnity obligations, to your breach of section 3, or to liability that can't be limited by law, such as liability for fraud or willful misconduct.

11. Indemnities

• By you. You'll defend VouchSafe against third-party claims arising from Customer Data, from your breach of section 3, or from calls or texts sent at your direction to numbers in your directory, and pay the resulting damages, costs and reasonable legal fees finally awarded or agreed in settlement.
• By us. We'll defend you against third-party claims that the Service, as we provide it, infringes their intellectual property rights, and pay the resulting damages and costs finally awarded or agreed in settlement. If such a claim arises, we may modify the Service, get you a license, or end your subscription and refund prepaid fees for the unused period. This doesn't cover claims caused by Customer Data, your modifications, or combining the Service with things we didn't provide.
• Process. The party seeking defense must notify the other promptly, give it control of the defense and settlement, and reasonably cooperate. No settlement may admit fault by, or impose obligations on, the indemnified party without its consent.

12. Changes to these Terms

We may update these Terms. Each version has the version number shown above. For material changes, we'll email workspace admins at least 30 days before the change takes effect; if you don't agree, you can cancel before then and we'll refund any prepaid fees for the period after the change. Continuing to use the Service after a change takes effect means you accept it. The version you accepted when you signed up is recorded in your workspace's audit log.

13. General

• Governing law and venue. These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws rules. Any dispute will be heard only in the state or federal courts located in San Francisco County, California, and both parties consent to their jurisdiction.
• Assignment. Neither party may assign these Terms without the other's consent, except to a successor in a merger, acquisition or sale of substantially all of its assets, with notice.
• Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control, including outages of telephone networks or of hosting, telephony or accounting providers. This doesn't excuse payment obligations.
• Notices. We'll send notices to the email address of your workspace's admins. You can send notices to [email protected] or to Négus Group Inc., doing business as VouchSafe, 1142 Florida Street, #5, San Francisco, CA 94110.
• Entire agreement. These Terms, the DPA and any order form are the entire agreement between us about the Service and replace any earlier understandings. If a provision is unenforceable, the rest remains in effect. A failure to enforce a provision isn't a waiver. The parties are independent contractors.

14. Contact

Négus Group Inc., doing business as VouchSafe, 1142 Florida Street, #5, San Francisco, CA 94110, [email protected].