Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and Vertex Business Solutions ("VX," "Vertex Apps," "we," "us," or "our") governing your access to and use of ConsultBase (myconsultbase.com), including any related services, features, content, and applications (collectively, the "Service").

By creating an account or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, do not use the Service.

2. Eligibility

You must be at least 18 years old to use ConsultBase. By using the Service, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into these Terms. If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

3. Account Registration

To use certain features of the Service, you must create an account. When creating an account, you agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update your account information
• Keep your password secure and confidential
• Accept responsibility for all activities that occur under your account
• Notify us immediately of any unauthorized use of your account

We reserve the right to suspend or terminate accounts that contain inaccurate information or violate these Terms.

4. Subscription and Payment

4.1 Subscription Plans

ConsultBase offers various subscription plans with different features and pricing. The current plans and pricing are displayed on our website and within the application. We reserve the right to modify pricing with 30 days' notice to existing subscribers.

4.2 Billing

Subscriptions are billed in advance on a monthly or annual basis depending on your selected plan, and renew automaticallyat the end of each billing period at the then-current price for your plan until you cancel. You authorize us to charge your payment method on file at each renewal and for all other fees incurred. Payment is processed through Stripe, and you agree to Stripe's terms of service. Price changes follow Section 4.1.

4.3 Cancellation

You may cancel your subscription at any time through your account settings. Canceling stops the next renewal: you will retain access to paid features until the end of your current billing period, and fees are non-refundable once a billing period has started, on monthly and annual plans alike, including the unused months of an annual plan.

4.4 Free Trial

We may offer free trials at our discretion. A free trial converts to a paid subscription automatically when it ends. If you don't cancel before your free trial ends, you're charged for the plan's first full billing period — the full yearly price on an annual plan.

5. Acceptable Use

You agree not to use the Service to:

• Violate any applicable laws or regulations
• Infringe upon the rights of others, including intellectual property rights
• Transmit malware, viruses, or other harmful code
• Attempt to gain unauthorized access to our systems or other users' accounts
• Interfere with or disrupt the Service or servers
• Scrape, data mine, or use automated means to access the Service without permission
• Send spam, unsolicited communications, or fraudulent content
• Impersonate another person or entity
• Engage in any activity that could harm minors
• Use the Service for any illegal or unauthorized purpose

6. Your Content and Data

6.1 Ownership

You retain all rights to the content and data you upload, store, or transmit through the Service ("Your Content"). We do not claim ownership of Your Content.

6.2 License to Us

By using the Service, you grant us a limited, non-exclusive license to access, store, and process Your Content solely for the purpose of providing the Service to you, including by sharing it with the service providers listed in our Privacy Policy as needed to run the features you use (for example, our AI provider when you use an AI feature). This license terminates when you delete Your Content or your account.

6.3 Your Responsibilities

You are solely responsible for Your Content and ensuring that it does not violate any laws or third-party rights. You represent that you have all necessary rights and permissions to use and share Your Content through the Service.

6.4 Client Data

If you store information about your clients using the Service, or invite them to use your client portal, proposals, booking pages, or payment features, you are responsible for having the right to collect and share that information, for giving your clients any notices and obtaining any consents the law requires, and for complying with applicable privacy laws. We process client data on your behalf, as your service provider, as described in our Privacy Policy. If you remove ConsultBase branding from client-facing pages, you are responsible for giving your clients your own privacy notice.

6.5 AI Features

The Service includes features powered by artificial intelligence, such as Ivy, drafting, summaries, and clause review. When you use them, the content you submit and the records needed to respond are sent to our AI provider as described in our Privacy Policy. AI output can be inaccurate, incomplete, or out of date: review it before you rely on it, send it, or act on it. AI output is covered by Section 9.1.

7. Intellectual Property

The Service, including its original content, features, functionality, and design, is owned by Vertex Business Solutions and is protected by copyright, trademark, and other intellectual property laws. Our trademarks and trade dress may not be used without our prior written consent.

"ConsultBase," "MyConsultBase," and related logos are trademarks of Vertex Business Solutions.

8. Third-Party Services

The Service works with third-party services, including Stripe for payments, and with integrations you choose to connect, such as Google Calendar, Microsoft Outlook, Zoom, and AI apps through our MCP connector. Your use of third-party services is subject to their own terms and privacy policies, and by connecting one you authorize us to exchange data with it as needed to provide the features you use. We are not responsible for the content, privacy practices, or availability of third-party services.

8.1 Payments From Your Clients

If you accept payments from your clients through the Service, payment processing is provided by Stripe through a Stripe connected account that you open during onboarding, under the Stripe Connected Account Agreement, which includes the Stripe Services Agreement. By accepting payments through the Service, you agree to those terms, as Stripe may update them, and you authorize us to share information about you, your business, and your transactions with Stripe as needed to provide payment processing.

ConsultBase is not a party to the agreements between you and your clients and does not hold your funds. Refunds, disputes, chargebacks, and taxes on those payments are between you, your client, and Stripe.

8.2 Electronic Signatures

The Service lets you send documents for electronic signature. When someone signs, we record the name they type, the date and time, and their IP address, and keep that record with the signed document. We do not verify signers' identities beyond that record. You are responsible for deciding whether electronic signature is appropriate for a document and its signer and for any legal requirements that apply to it; some documents cannot be signed electronically under some laws. We do not guarantee that any agreement is enforceable, and ConsultBase is not a party to documents signed between you and your clients.

9. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that the Service will be uninterrupted, error-free, secure, or free from viruses or other harmful components. We do not warrant the accuracy, reliability, or completeness of any information provided through the Service.

9.1 Free Tools, Generated Documents, and AI Output

ConsultBase offers free tools, calculators, and document generators (for example, the Statement of Work generator and the Rate Calculator), which may be used without an account. These tools and everything they produce are provided "AS IS" and "AS AVAILABLE," without warranty of any kind, including as to accuracy, completeness, suitability, or availability.

The same applies to templates, generated documents, and AI output inside the Service, such as proposals and agreements built from templates, drafts, summaries, clause reviews, and answers from Ivy.

These produce templates, estimates, and drafts, not professional, legal, financial, tax, or accounting advice, and they are not a substitute for advice from a qualified professional. You are solely responsible for reviewing, verifying, and adapting any generated output before relying on it, signing it, or sharing it with a client, and for ensuring it is appropriate for your jurisdiction and circumstances. Your use of these features is also subject to the acceptable-use terms above.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL VERTEX BUSINESS SOLUTIONS, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• Your access to or use of (or inability to access or use) the Service
• Any conduct or content of any third party on the Service
• Any content obtained from the Service
• Unauthorized access, use, or alteration of your transmissions or content

OUR TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. For use of the free tools and generated documents described in Section 9.1 by users who have not paid us any fees, our total aggregate liability shall not exceed one hundred U.S. dollars (US $100).

Nothing in these Terms excludes or limits our liability for gross negligence, fraud, fraudulent misrepresentation, willful misconduct, death or personal injury caused by our negligence, or any other liability that cannot be excluded or limited under applicable law.

11. Indemnification

You agree to defend, indemnify, and hold harmless Vertex Business Solutions and its officers, directors, employees, contractors, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Service.

12. Termination

We may terminate or suspend your account and access to the Service immediately, without prior notice or liability, for any reason, including if you breach these Terms. Upon termination, your right to use the Service will immediately cease.

You may terminate your account at any time by deleting your account through the Settings page. Deleting your account cancels your subscription immediately, and fees already paid are not refunded. Certain provisions of these Terms shall survive termination, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

13. Governing Law and Disputes

These Terms shall be governed by and construed in accordance with the laws of the State of North Carolina, United States, without regard to its conflict of law provisions.

Any disputes arising from these Terms or your use of the Service shall be resolved exclusively in the state or federal courts located in North Carolina. You consent to the personal jurisdiction of such courts.

14. Changes to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on this page and updating the "Last updated" date. Your continued use of the Service after changes constitutes acceptance of the modified Terms.

For significant changes that materially affect your rights, we will make reasonable efforts to notify you via email or through the Service.

15. General Provisions

15.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Vertex Business Solutions regarding the Service.

15.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

15.3 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

15.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

16. Contact Us

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

Email: support@myconsultbase.com