Terms of Service

Welcome to Vantage ("Vantage," "we," "us," or "our"), a product of Vantage, a Delaware limited liability company. These Terms of Service ("Terms") constitute a legally binding agreement between you and Vantage governing your access to and use of our cloud-based R&D portfolio management platform, including all related websites, applications, APIs, documentation, and services (collectively, the "Service").

By accessing or using the Service, clicking "I Agree," or by allowing anyone to access or use the Service on your behalf, you agree to be bound by these Terms and our Privacy Policy, Cookie Policy, Acceptable Use Policy, and Data Processing Addendum (collectively, the "Agreement"). If you do not agree to these Terms, you may not access or use the Service.

The following definitions apply throughout these Terms:

To use the Service, you must create an Account by providing accurate, current, and complete registration information. You agree to update your information promptly if it changes. You are solely responsible for:

Vantage reserves the right to suspend or terminate any Account that we reasonably believe has been compromised or is being used in violation of these Terms.

The Service operates on an organization-scoped, multi-tenant architecture. Each Organization is provisioned with:

The individual or entity that creates an Organization (the "Organization Owner") is responsible for managing Authorized Users, assigning roles, configuring security settings, and ensuring compliance with applicable data protection laws within that Organization.

Subject to your compliance with these Terms and payment of all applicable fees, Vantage grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service during your Subscription Term solely for your internal business purposes. You agree that you will not, and will not permit any third party to:

As between you and Vantage, you retain all rights, title, and interest in and to your Customer Data. Vantage does not claim ownership of your Customer Data. By using the Service, you grant Vantage a limited, worldwide, royalty-free, non-exclusive license to access, use, process, copy, store, transmit, and display your Customer Data solely to the extent necessary to:

We do not sell Customer Data to third parties. We do not use Customer Data to train machine learning models unless you explicitly opt in. For details on how we handle personal data, please see our Privacy Policy.

The Service is offered under various subscription plans with different features, usage limits, and seat allocations. Current pricing is available on our website or through your sales representative. All fees are quoted and payable in U.S. Dollars unless otherwise specified in an Order Form.

Vantage reserves the right to modify pricing at any time. For existing subscriptions, price changes will take effect at the start of the next renewal term. We will provide at least thirty (30) days' written notice before any price increase takes effect.

The Service, including all software, algorithms, user interfaces, designs, text, graphics, logos, icons, documentation, APIs, and all underlying technology, are the exclusive property of Vantage and its licensors and are protected by copyright, trademark, patent, trade secret, and other intellectual property laws.

Nothing in these Terms grants you any right, title, or interest in the Service except for the limited use rights expressly granted herein. All rights not expressly granted are reserved by Vantage.

Each party agrees to protect the other party's Confidential Information using at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care. "Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure.

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed without use of the disclosing party's Confidential Information; or (d) is rightfully received from a third party without restriction.

Vantage will use commercially reasonable efforts to make the Service available 99.9% of the time during each calendar month, excluding scheduled maintenance windows. Scheduled maintenance will be communicated at least 48 hours in advance when possible. Support is provided via email and in-app channels during business hours (Monday–Friday, 8:00 AM–6:00 PM Central Time, excluding U.S. holidays), with enterprise plans eligible for priority and extended support.

Either party may terminate these Terms at the end of the then-current Subscription Term by providing written notice at least thirty (30) days prior to the renewal date. You may also cancel your subscription at any time through your account settings; cancellation will take effect at the end of the current billing period.

Either party may terminate these Terms immediately upon written notice if the other party: (a) materially breaches these Terms and fails to cure such breach within thirty (30) days of receiving written notice; or (b) becomes insolvent, files for bankruptcy, or ceases to operate in the ordinary course.

Upon termination or expiration: (a) your right to access the Service will cease immediately; (b) Vantage will make your Customer Data available for export for thirty (30) days following termination; (c) after the 30-day export period, Vantage will delete your Customer Data in accordance with our data retention policies; (d) any outstanding fees owed will become immediately due and payable.

Each party represents and warrants that: (a) it has the legal power and authority to enter into these Terms; (b) these Terms constitute a valid and binding obligation; and (c) its performance under these Terms will not conflict with any other agreement to which it is a party.

Vantage warrants that the Service will perform materially in accordance with the Documentation during your Subscription Term. If the Service fails to meet this warranty, your sole remedy is for Vantage to use commercially reasonable efforts to correct the non-conformity or, if correction is not feasible, to terminate your subscription and provide a pro-rata refund of prepaid fees.

EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN SECTION 11, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." VANTAGE DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, OR UNINTERRUPTED AVAILABILITY. VANTAGE DOES NOT WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR THAT DEFECTS WILL BE CORRECTED.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

By Vantage. Vantage will defend, indemnify, and hold harmless you and your officers, directors, employees, and agents from and against any third-party claims, actions, or proceedings alleging that your authorized use of the Service infringes any third-party intellectual property right, and will pay any resulting damages or settlement amounts.

By You. You will defend, indemnify, and hold harmless Vantage and its officers, directors, employees, and agents from and against any third-party claims arising from: (a) your Customer Data; (b) your use of the Service in violation of these Terms or applicable law; or (c) your breach of any representation or warranty in these Terms.

Vantage processes personal data in accordance with our Privacy Policy and Data Processing Addendum. We implement appropriate technical and organizational measures to protect Customer Data, including:

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. Any dispute arising out of or relating to these Terms that cannot be resolved through good-faith negotiation shall be submitted to binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall take place in Nashville, Tennessee. Each party shall bear its own costs, and the arbitrator's decision shall be final and binding.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or Confidential Information.

If you have questions about these Terms, please contact us:

Vantage
Attn: Legal Department
Email: legal@vantage-now.com