Terms & Conditions

1Agreement & Acceptance

These Terms and Conditions ("Terms", "Agreement") constitute a legally binding agreement between Astrolabe Security Inc. ("Astrolabe", "Company", "we", "us", "our"), a Texas corporation with its principal place of business at 553 Sierra Ridge, Lavon, TX 75166, and you ("Customer", "User", "you") regarding your access to and use of Astrolabe's security testing platform, products, and services.

By (a) clicking "I Agree" or similar acceptance mechanisms, (b) signing an Order Form that references these Terms, (c) accessing or using any Astrolabe Service, or (d) paying for a subscription, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.

If you are accepting these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms. If you do not have such authority, or if you do not agree with these Terms, you must not use the Services.

2Definitions

The following capitalized terms have the meanings set forth below:

3Services & Subscriptions

3.1 Service Delivery

Astrolabe will provide the Services as specified in the applicable Order Form or subscription plan. Services include access to our security testing platform, automated scanning capabilities, expert manual pentesting (where included), vulnerability reports, and customer support as described in the applicable service tier.

3.2 Subscription Plans

3.3 Service Level Agreement

3.4 Modifications to Services

Astrolabe reserves the right to modify, update, or discontinue features of the Services with 30 days' notice for material changes. We will not make changes that materially reduce the core functionality of Services during a paid subscription term without providing a prorated refund or alternative.

4Acceptable Use Policy

4.1 Permitted Uses

You may use the Services only for:

• Security testing of applications and infrastructure that you own or have written authorization to test
• Generating vulnerability reports for compliance purposes (SOC 2, ISO 27001, PCI-DSS, HIPAA)
• Integrating scan results into your development pipeline for your own applications
• Providing security assessment services to your clients using our platform (partners only, with appropriate agreements)

4.2 Prohibited Uses

You must NOT use the Services to:

• Test, scan, or attack any application, system, or network without explicit written authorization from the owner
• Conduct denial-of-service attacks, network flooding, or disruptive testing that could harm third parties
• Attempt to gain unauthorized access to Astrolabe's systems, other customers' accounts, or any third-party systems
• Reverse engineer, decompile, or derive source code from the Astrolabe platform
• Resell, sublicense, or transfer access to the Services without written authorization
• Use the Services for any illegal purpose or in violation of applicable law
• Transmit malware, viruses, or malicious code through the Services
• Circumvent any rate limiting, access controls, or security measures of the Services
• Use automated bots or scrapers to access the Services beyond normal API usage

Violation of this Acceptable Use Policy may result in immediate account suspension or termination without refund and may be reported to appropriate law enforcement authorities.

5Account Responsibilities

5.1 Account Security

You are responsible for maintaining the security of your Astrolabe account, including your login credentials, API keys, and any access credentials you configure within the platform. You must:

• Use strong, unique passwords and enable multi-factor authentication (MFA) — strongly recommended for all accounts
• Not share account credentials with individuals who are not Authorized Users
• Promptly notify Astrolabe at security@astdb.com of any suspected unauthorized access or security breach
• Ensure that Authorized Users comply with these Terms

5.2 Account Information Accuracy

You agree to provide accurate, current, and complete information when registering and to keep your account information updated. Astrolabe is not liable for any loss resulting from your failure to maintain accurate account information.

5.3 Responsibility for Users

You are responsible for all activities that occur under your account, including actions by Authorized Users. You agree to ensure that Authorized Users comply with these Terms and that their use of the Services is within the scope of your subscription.

6Fees & Payment

6.1 Subscription Fees

You agree to pay all fees specified in your Order Form or subscription plan. Fees are quoted in US Dollars unless otherwise specified. All fees are exclusive of applicable taxes (VAT, GST, sales tax, etc.), which are your responsibility.

6.2 Billing Cycles & Auto-Renewal

Subscriptions are billed annually in advance unless otherwise agreed in an Order Form. Subscriptions auto-renew at the end of each term at the then-current rates unless you provide written notice of non-renewal at least 30 days before the renewal date.

6.3 Late Payments

Overdue invoices accrue interest at 1.5% per month (or the maximum rate permitted by law, if lower) from the due date. Astrolabe may suspend access to the Services for accounts with invoices overdue by more than 30 days, with 10 days' prior notice.

6.4 Refund Policy

6.5 Price Changes

Astrolabe may update pricing for new subscriptions at any time. For existing subscribers, price changes take effect at the next renewal date with at least 60 days' advance written notice.

7Intellectual Property

7.1 Astrolabe Platform IP

Astrolabe retains all rights, title, and interest in and to the Services, including all underlying technology, algorithms, AI models, scanning engines, test case libraries, software, documentation, and other intellectual property. These Terms do not grant you any ownership rights in the Services.

7.2 License to Use Services

Subject to your compliance with these Terms and payment of applicable fees, Astrolabe grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your internal business purposes during the subscription term.

7.3 Customer Data Ownership

You retain all rights to Customer Data. You grant Astrolabe a limited license to process Customer Data solely to provide the Services to you. Astrolabe will not use Customer Data for any other purpose, including product development, marketing, or to benefit other customers.

7.4 Feedback

If you provide suggestions, feedback, or ideas about the Services ("Feedback"), you grant Astrolabe a perpetual, irrevocable, worldwide, royalty-free license to use such Feedback for any purpose without obligation to you. Feedback does not constitute Confidential Information.

7.5 Pentest Reports

Vulnerability reports and pentest certificates generated by the Services for your applications are your property. You may share them with auditors, investors, customers, and other stakeholders as you see fit.

8Confidentiality

Each party agrees to protect the other party's Confidential Information using the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care. Neither party shall disclose the other's Confidential Information to third parties without prior written consent, except:

• To employees, contractors, or advisors with a need to know, bound by confidentiality obligations at least as protective as these Terms
• As required by law, court order, or governmental authority (with prompt prior written notice to the other party where legally permissible)
• As necessary to enforce rights under these Terms

Confidentiality obligations survive termination of this Agreement for a period of 5 years, except for trade secrets which are protected indefinitely.

9Data & Privacy

9.1 Data Processing

Astrolabe processes personal data in accordance with our Privacy Policy. For customers subject to GDPR or other data protection laws, Astrolabe will enter into a Data Processing Agreement (DPA) upon request.

9.2 Data Security

Astrolabe implements appropriate technical and organizational security measures to protect Customer Data, including AES-256 encryption at rest, TLS 1.3 in transit, access controls, and regular security assessments of our own platform.

9.3 Data Breach Notification

In the event of a security breach affecting Customer Data, Astrolabe will notify you within 72 hours of discovery (or such shorter period as required by applicable law), providing details of the breach, data affected, and remediation steps taken.

9.4 Data Retention & Deletion

Upon termination of your subscription, Astrolabe will retain Customer Data for 90 days to allow you to export it. After this period, Customer Data will be securely deleted unless retention is required by law. You may request earlier deletion by contacting privacy@astdb.com.

10Security Commitments

As a security company, we hold ourselves to a higher standard. Our security commitments include:

11Warranties & Disclaimers

11.1 Astrolabe Warranties

Astrolabe warrants that: (a) the Services will perform materially as described in our documentation; (b) we will implement and maintain appropriate security measures as described in Section 10; and (c) we will not knowingly introduce malicious code into the Services.

11.2 Customer Warranties

You warrant that: (a) you have the legal right and authorization to test all applications configured as targets in the Services; (b) your use of the Services will comply with applicable law; and (c) you have the authority to enter into this Agreement.

11.3 DISCLAIMER OF WARRANTIES

12Limitation of Liability

12.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ASTROLABE'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO ASTROLABE IN THE 12 MONTHS PRECEDING THE CLAIM; OR (B) US $1,000.

12.2 Exclusion of Consequential Damages

12.3 Essential Basis of Bargain

The parties acknowledge that the limitations of liability in this Section reflect a reasonable allocation of risk and are an essential element of the basis of the bargain between the parties. Astrolabe would not have entered into this Agreement without these limitations.

13Indemnification

13.1 Customer Indemnification

You agree to defend, indemnify, and hold harmless Astrolabe and its officers, directors, employees, and agents from and against any claims, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your violation of these Terms; (b) your use of the Services in an unauthorized or unlawful manner; (c) your violation of any third-party rights; or (d) your testing of applications you did not have authorization to test.

13.2 Astrolabe Indemnification

Astrolabe agrees to defend you against any third-party claim that the Services, as delivered, infringe such third party's intellectual property rights, and to pay damages finally awarded against you in such a claim, provided that you promptly notify Astrolabe of the claim, give Astrolabe sole control of the defense, and cooperate with our defense.

14Term & Termination

14.1 Term

These Terms commence on the date you first access the Services or sign an Order Form and continue until your subscription expires or is terminated in accordance with this Section.

14.2 Termination for Convenience

Either party may terminate a subscription for convenience with 30 days' written notice before the renewal date. Termination does not entitle you to a refund except as specified in Section 6.4.

14.3 Termination for Cause

Either party may terminate these Terms immediately upon written notice if the other party: (a) materially breaches these Terms and fails to cure within 30 days of written notice; (b) becomes insolvent or files for bankruptcy; or (c) engages in fraudulent or illegal conduct.

14.4 Effect of Termination

Upon termination: (a) all licenses granted to you immediately cease; (b) you must cease using the Services; (c) Astrolabe will make Customer Data available for export for 90 days; (d) each party will return or destroy the other's Confidential Information on request; and (e) all provisions that by their nature should survive termination shall survive, including Sections 7, 8, 11, 12, 13, 15, and 16.

15Dispute Resolution

15.1 Informal Resolution

Before initiating arbitration, you agree to first attempt to resolve the dispute informally by contacting us at legal@astdb.com. We will attempt to resolve the dispute informally within 30 days.

15.2 Binding Arbitration

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered by JAMS under its Streamlined Arbitration Rules, except that either party may seek injunctive relief in a court of competent jurisdiction for intellectual property or confidentiality breaches.

15.3 Class Action Waiver

ALL DISPUTES SHALL BE RESOLVED ON AN INDIVIDUAL BASIS. YOU AND ASTROLABE WAIVE THE RIGHT TO PARTICIPATE IN ANY CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. This waiver is a material term of this Agreement.

15.4 Governing Law & Venue

These Terms are governed by the laws of the State of Texas, without regard to conflict of law principles. For disputes not subject to arbitration, you consent to exclusive jurisdiction in the state and federal courts in Dallas County, Texas.

15.5 Enterprise Customers

Enterprise customers with signed Order Forms containing alternative dispute resolution provisions will have those provisions apply instead of Section 15.2 and 15.3.

16General Provisions

16.1 Entire Agreement

These Terms, together with any Order Forms and our Privacy Policy, constitute the entire agreement between the parties regarding the Services and supersede all prior agreements, representations, and understandings.

16.2 Modifications

Astrolabe may modify these Terms by providing 30 days' notice via email or in-platform notification. Continued use of the Services after the effective date constitutes acceptance. Material changes will require active acknowledgment.

16.3 Severability

If any provision is found invalid or unenforceable, it shall be modified to the minimum extent necessary to make it enforceable. All other provisions remain in full force.

16.4 Waiver

No failure or delay in exercising any right constitutes a waiver of that right. Waivers must be in writing and signed by an authorized representative.

16.5 Assignment

You may not assign these Terms without Astrolabe's prior written consent. Astrolabe may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets. These Terms bind and benefit the parties' successors and permitted assigns.

16.6 Force Majeure

Neither party is liable for failure to perform obligations (other than payment) if such failure is caused by events beyond reasonable control, including natural disasters, acts of government, pandemics, cyberattacks on infrastructure providers, or internet outages, provided the affected party gives prompt notice and uses reasonable efforts to resume performance.

16.7 Export Compliance

You agree to comply with all applicable export laws and regulations. You may not use the Services if you are in a country subject to US embargo or if you are on any US government restricted party list.

16.8 Relationship of Parties

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, employment, or franchise relationship between the parties.

17Contact & Notices

All notices under these Terms shall be in writing and delivered by email (with read receipt or delivery confirmation) or by registered mail.

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