VestaOS Terms of Service

VestaOS is an AI-powered execution platform for accommodation operations.

The Service may include, among other capabilities:

• AI-powered guest communication and inbox automation;
• revenue management and dynamic pricing;
• field operations, cleaning, maintenance, dispatch, and task management;
• quality assurance and work verification;
• vendor coordination and settlement workflows;
• property and operational workflow management;
• integrations with property-management systems, online travel agencies, payment providers, and other third-party services;
• analytics, reporting, evaluation, and operational intelligence;
• direct-booking and related operational tools; and
• additional AI agents, automation systems, and features that we may introduce from time to time.

Certain features may be identified as beta, experimental, preview, or early access and may be subject to additional terms.

We may modify, add, remove, or discontinue features of the Service from time to time.

You must create an account to access certain parts of the Service.

You agree to provide accurate, current, and complete account information and to keep that information updated.

You are responsible for:

• maintaining the confidentiality and security of your account credentials;
• all activity occurring through your account;
• ensuring that authorized users comply with these Terms; and
• promptly notifying us of suspected unauthorized access or security incidents.

You must be at least 18 years old to use the Service.

If you create or use an account on behalf of a company, property owner, property manager, hotel, accommodation operator, or other entity, you represent that you have the authority to act on behalf of that entity.

Access to certain portions of the Service requires payment of applicable fees.

Pricing may be based on listings, properties, rooms, usage, bookings, jobs completed, revenue processed, modules enabled, or other metrics described on our website, Pricing page, Order Form, or other commercial agreement.

Unless otherwise agreed in writing, pricing may include:

• Guest Communications: subscription pricing per listing or property;
• Revenue Management: usage- or revenue-based pricing;
• Field Operations: per-job, per-workflow, or subscription pricing; and
• Enterprise Services: custom pricing under an Order Form or separate agreement.

All fees are stated in U.S. dollars unless otherwise specified.

You authorize us and our payment processors to charge all applicable fees, taxes, and other amounts when due.

Except where required by law or expressly stated otherwise in writing:

• fees are non-refundable;
• usage-based charges are billed based on actual recorded usage; and
• cancellation does not entitle you to a refund for amounts already incurred.

We may change pricing upon reasonable prior notice. Pricing changes will not retroactively apply to fees already incurred.

Fees do not include applicable sales, use, value-added, goods-and-services, withholding, or similar taxes unless expressly stated otherwise.

You are responsible for applicable taxes associated with your use of the Service, other than taxes based on VestaOS’s net income.

You may not use the Service to:

• violate any applicable law or regulation;
• infringe or misappropriate the rights of another person;
• send unlawful spam, malware, malicious code, or abusive content;
• gain or attempt to gain unauthorized access to the Service or another system;
• interfere with or disrupt the security, availability, or operation of the Service;
• reverse engineer, decompile, disassemble, or otherwise attempt to derive source code except where prohibited by applicable law;
• circumvent usage, security, authorization, or access controls;
• scrape or systematically extract data from the Service except through authorized interfaces;
• resell, sublicense, lease, or commercially redistribute the Service without our written permission;
• use the Service to develop or train a competing product through unauthorized extraction of VestaOS technology, models, workflows, or proprietary outputs; or
• use third-party integrations in violation of the applicable third party’s terms or policies.

You are responsible for ensuring that your use of the Service complies with agreements you have with property owners, guests, vendors, employees, online travel agencies, property-management systems, and other third parties.

6.1 Ownership of Customer Data

You retain all right, title, and interest in and to data, content, communications, records, files, images, instructions, property information, guest information, reservation information, pricing information, vendor information, operational information, and other materials submitted to or processed through the Service by or on your behalf (“Customer Data”).

Nothing in these Terms transfers ownership of identifiable Customer Data to VestaOS.

You represent and warrant that you have all rights, permissions, consents, and lawful bases necessary to provide Customer Data to VestaOS and to permit VestaOS to process it as described in these Terms.

6.2 License to Process Customer Data

You grant VestaOS a worldwide, non-exclusive, royalty-free license to access, host, store, transmit, reproduce, process, analyze, modify, and otherwise use Customer Data as reasonably necessary to:

• provide, operate, maintain, secure, and support the Service;
• execute workflows and actions authorized by you;
• provide analytics, reporting, automation, and operational functionality;
• detect errors, fraud, abuse, security incidents, and service degradation;
• troubleshoot and improve the Service;
• develop, test, evaluate, validate, tune, and improve VestaOS software, AI systems, machine-learning systems, workflows, evaluation systems, and automation systems as permitted under these Terms; and
• comply with applicable law and enforce these Terms.

The Service generates information relating to how operational workflows are initiated, executed, completed, and evaluated.

This may include:

• workflow states;
• system interactions;
• operational decisions;
• guest-message events;
• pricing decisions and pricing actions;
• dispatch events;
• vendor selection;
• response times;
• task completion;
• quality-assurance results;
• verification outcomes;
• escalation events;
• payment or settlement states;
• workflow success or failure;
• user feedback; and
• other operational and performance signals.

Collectively, this information is referred to as “Operational Data.”

Operational Data that reflects the result of an action or workflow, including success, failure, completion, verification, rejection, escalation, or other measurable outcomes, may also be referred to as “Outcome Data.”

To the extent Operational Data or Outcome Data identifies you, your organization, or an individual, it will be treated as Customer Data.

You expressly authorize VestaOS to use Customer Data, Operational Data, Outcome Data, workflow results, system feedback, verification results, and related service interactions as permitted under these Terms to develop, train, test, evaluate, validate, tune, and improve VestaOS’s technology and services.

VestaOS may use such information to improve, among other things:

• guest-message understanding and response quality;
• workflow classification;
• intent detection;
• operational decision-making;
• pricing models and pricing decisions;
• task routing;
• dispatch and vendor selection;
• quality assurance;
• work verification;
• escalation logic;
• automation reliability;
• model evaluation;
• benchmarking;
• fraud and anomaly detection; and
• other capabilities of the Service.

For model training, generalized product improvement, benchmarking, and similar development activities, VestaOS will use de-identified, anonymized, aggregated, minimized, or otherwise privacy-protective forms of Customer Data where reasonably practicable and appropriate.

VestaOS will not knowingly use identifiable Customer Data to train generalized VestaOS models unless:

• you have consented to such use;
• such use is expressly authorized under another applicable agreement; or
• such use is otherwise permitted by applicable law.

VestaOS may create statistical, aggregated, anonymized, de-identified, transformed, or derived information from Customer Data, Operational Data, Outcome Data, and use of the Service (“Derived Data”).

Derived Data will not reasonably identify you, your organization, or an individual.

VestaOS may use Derived Data for any lawful business purpose, including:

• analytics;
• benchmarking;
• research and development;
• product development;
• AI and machine-learning training;
• model testing and evaluation;
• workflow optimization;
• security;
• service improvement; and
• development of new features, products, models, and technologies.

As between you and VestaOS, VestaOS owns all right, title, and interest in and to Derived Data.

Any generalized models, model weights, parameters, embeddings, algorithms, prompts, prompt systems, evaluation frameworks, decision logic, workflow logic, configurations, statistical patterns, software improvements, automation improvements, routing logic, performance improvements, and other generalized learnings developed through operation, training, testing, evaluation, or improvement of the Service are referred to as “Model Learnings.”

As between you and VestaOS, all Model Learnings are and remain the exclusive property of VestaOS.

Model Learnings do not include identifiable Customer Data.

The fact that Model Learnings may have been developed in part from Customer Data, Operational Data, Outcome Data, or use of the Service does not transfer ownership of those Model Learnings to you.

VestaOS will not intentionally use Model Learnings to disclose your confidential information or to identify you or any individual.

VestaOS may use third-party cloud, hosting, communications, analytics, machine-learning, and artificial-intelligence providers in connection with the Service.

Customer Data may be transmitted to or processed by such providers where reasonably necessary to provide, operate, secure, maintain, or support the Service.

Where applicable, such providers will be subject to contractual, confidentiality, privacy, security, or data-processing obligations.

Unless you expressly agree otherwise in writing, VestaOS will not knowingly authorize a third-party general-purpose AI provider to use identifiable Customer Data submitted through VestaOS to train or improve that provider’s general-purpose foundation models for the provider’s independent purposes.

Nothing in this Section limits VestaOS’s rights to use Customer Data, Operational Data, Outcome Data, Derived Data, or Model Learnings as otherwise permitted under these Terms.

Our collection and processing of personal information is also subject to our Privacy Policy and, where applicable, a Data Processing Addendum.

You are responsible for determining whether your use of the Service requires additional notices, consents, disclosures, or agreements with guests, employees, contractors, vendors, property owners, or other individuals.

Where Customer Data contains personal information, VestaOS will process such information in accordance with applicable law and applicable contractual obligations.

Each party may receive non-public information from the other party that is designated confidential or that reasonably should be understood to be confidential (“Confidential Information”).

Confidential Information includes, as applicable:

• business plans;
• pricing;
• financial information;
• customer information;
• proprietary technology;
• trade secrets;
• product plans;
• security information;
• non-public Customer Data; and
• other commercially sensitive information.

The receiving party will:

• use Confidential Information only as necessary to perform or exercise its rights under these Terms;
• use reasonable safeguards to protect it; and
• disclose it only to employees, contractors, professional advisers, and service providers who have a need to know and are subject to appropriate confidentiality obligations.

Confidential Information does not include information that:

• is or becomes public without breach of an obligation;
• was lawfully known without restriction before disclosure;
• is independently developed without use of the disclosing party’s Confidential Information; or
• is lawfully obtained from another source without confidentiality restriction.

A party may disclose Confidential Information where legally required, subject to applicable notice requirements.

Except for Customer Data and other rights expressly granted to you, VestaOS Inc. and its licensors retain all right, title, and interest in and to the Service and related technology.

This includes:

• software;
• source code and object code;
• APIs;
• databases;
• algorithms;
• models;
• workflows;
• interfaces;
• designs;
• documentation;
• trademarks;
• evaluation systems;
• Derived Data;
• Model Learnings; and
• improvements to the foregoing.

These Terms grant you only a limited, non-exclusive, non-transferable, revocable right to access and use the Service during the applicable subscription term in accordance with these Terms.

No other rights are granted by implication, estoppel, or otherwise.

If you provide suggestions, ideas, comments, recommendations, or other feedback relating to the Service (“Feedback”), you grant VestaOS a perpetual, irrevocable, worldwide, royalty-free right to use and incorporate that Feedback into its products and services without restriction or obligation.

Feedback does not include your identifiable Customer Data.

The Service may integrate with third-party systems, including online travel agencies, property-management systems, communications providers, payment providers, vendors, and other platforms.

These may include services such as:

• Airbnb;
• Booking.com;
• Vrbo;
• Expedia;
• property-management systems;
• payment platforms; and
• communications or infrastructure providers.

Your use of third-party services remains subject to the applicable third party’s terms and policies.

You represent that you have authority to connect any third-party account to VestaOS.

VestaOS is not responsible for changes made by third-party providers to:

• APIs;
• permissions;
• access rights;
• product functionality;
• pricing;
• policies;
• availability; or
• technical requirements.

We may modify or discontinue an integration if necessary because of changes made by a third party.

The Service uses artificial intelligence and automation to assist with or execute operational activities.

These may include:

• communications;
• pricing;
• workflow decisions;
• dispatch;
• task assignment;
• quality verification;
• escalation; and
• other operational actions.

You acknowledge that AI systems may occasionally generate inaccurate, incomplete, or inappropriate outputs.

You remain responsible for configuring the level of automation appropriate for your business and for identifying circumstances requiring human review.

Where available, the Service may allow you to configure:

• approval thresholds;
• human-review requirements;
• escalation rules;
• permissions;
• spending limits;
• operational policies; and
• other controls.

VestaOS does not guarantee that any AI-generated recommendation, communication, pricing decision, operational action, or prediction will produce a particular financial or operational result.

You are responsible for:

• the legality and accuracy of Customer Data;
• maintaining required permissions from property owners, guests, vendors, employees, and others;
• configuring the Service appropriately;
• maintaining appropriate internal controls;
• reviewing high-risk or unusual actions where appropriate;
• complying with applicable laws and third-party platform requirements; and
• ensuring that your personnel use the Service in accordance with these Terms.

You are responsible for decisions made by persons you authorize to use your account.

VestaOS may make certain functionality available as beta, pilot, experimental, preview, or early access.

Such functionality may:

• be incomplete;
• contain errors;
• change materially;
• have limited support; or
• be discontinued without notice.

Unless otherwise agreed in writing, beta and early-access features are provided on an “as is” and “as available” basis.

We use commercially reasonable efforts to maintain the availability and reliability of the Service.

Unless a separate Service Level Agreement applies, we do not guarantee uninterrupted or error-free operation.

The Service may be temporarily unavailable due to:

• maintenance;
• infrastructure failures;
• third-party outages;
• security incidents;
• internet or telecommunications failures;
• changes to third-party platforms; or
• circumstances outside our reasonable control.

VestaOS will maintain commercially reasonable administrative, technical, and organizational safeguards designed to protect the security of Customer Data.

No system is completely secure, and VestaOS does not guarantee that unauthorized access or security incidents will never occur.

You are responsible for protecting your credentials and promptly notifying us of suspected unauthorized account activity.

We may suspend access to all or part of the Service if:

• you fail to pay applicable fees;
• you materially violate these Terms;
• your use creates a security or legal risk;
• your use threatens the integrity or availability of the Service;
• a third-party provider requires suspension; or
• suspension is required by law.

Where reasonably practicable, we will provide notice before suspension and an opportunity to address the issue.

You may cancel your subscription in accordance with the applicable subscription terms or by contacting VestaOS.

Unless otherwise agreed, cancellation becomes effective at the end of the then-current billing period.

We may terminate your access to the Service if you materially breach these Terms and fail to cure the breach within a reasonable period after notice, except where immediate termination is necessary because of fraud, unlawful activity, security risk, or other serious misconduct.

Upon termination:

• your right to access and use the Service ends;
• unpaid fees remain due;
• we may retain Customer Data for a limited period for transition, backup, legal, compliance, security, or dispute-resolution purposes; and
• identifiable Customer Data may thereafter be deleted in accordance with our data-retention practices and applicable law.

Termination or expiration of these Terms does not require VestaOS to delete, reverse, retrain, unwind, segregate, or otherwise remove:

• Derived Data;
• de-identified data;
• anonymized data;
• aggregated data;
• statistical information;
• Model Learnings;
• model weights;
• model parameters;
• embeddings;
• algorithms;
• evaluation results;
• workflow improvements;
• generalized patterns;
• generalized automation improvements; or
• other intellectual property created during the term,

provided that such retained information does not reasonably identify Customer or any individual.

VestaOS’s ownership of and rights to use Derived Data and Model Learnings survive termination or expiration of these Terms.

For clarity, termination of your account does not give you ownership of or rights to require deletion or retraining of generalized VestaOS models, systems, or Model Learnings that do not contain identifiable Customer Data.

The provisions of these Terms relating to:

• accrued payment obligations;
• confidentiality;
• intellectual property;
• Derived Data;
• Model Learnings;
• Feedback;
• disclaimers;
• indemnification;
• limitation of liability;
• dispute resolution; and
• other provisions that by their nature should survive

will survive termination or expiration of these Terms.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.”

VESTAOS DISCLAIMS ALL WARRANTIES NOT EXPRESSLY PROVIDED IN THESE TERMS, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY.

VESTAOS DOES NOT WARRANT THAT:

• THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE;
• AI OUTPUTS WILL ALWAYS BE ACCURATE;
• AUTOMATION WILL ALWAYS PRODUCE THE DESIRED RESULT;
• THIRD-PARTY INTEGRATIONS WILL REMAIN AVAILABLE; OR
• USE OF THE SERVICE WILL ACHIEVE ANY PARTICULAR FINANCIAL OR BUSINESS RESULT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BOOKINGS, LOST BUSINESS OPPORTUNITIES, LOSS OF GOODWILL, OR LOSS OF DATA, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VESTAOS’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO VESTAOS DURING THE THREE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Nothing in these Terms limits liability to the extent such limitation is prohibited by applicable law.

You agree to defend, indemnify, and hold harmless VestaOS Inc., its affiliates, officers, directors, employees, and agents from third-party claims, damages, liabilities, losses, costs, and expenses, including reasonable legal fees, arising from:

• your unlawful use of the Service;
• Customer Data supplied by you;
• your violation of these Terms;
• your violation of applicable law;
• your infringement of third-party rights; or
• your unauthorized use of third-party platforms or accounts.

VestaOS will provide reasonable notice of an indemnified claim and reasonable cooperation in its defense.

We may change or update the Service over time.

We may introduce new features, modify existing features, change integrations, or discontinue functionality.

Where a change materially reduces core paid functionality, we will use commercially reasonable efforts to provide advance notice where practicable.

We may update these Terms from time to time.

If we make material changes, we will provide reasonable notice, which may include:

• email notice;
• an in-product notice;
• requiring you to review and affirmatively accept updated Terms; or
• posting updated Terms on our website.

The updated Terms will state their effective date.

Where required by law or where we determine that a material change requires affirmative acceptance, continued access alone will not substitute for any required consent.

Your continued use of the Service after updated Terms become effective constitutes acceptance where permitted by applicable law.

If you enter into a separately executed Order Form, Master Services Agreement, Data Processing Addendum, enterprise agreement, or other written agreement with VestaOS, that agreement may modify these Terms.

If there is a conflict between these Terms and a written agreement signed by both parties, the signed agreement controls to the extent of the conflict.

You may not assign these Terms without VestaOS’s prior written consent, except in connection with a merger, acquisition, corporate reorganization, or sale of substantially all relevant assets, provided the assignee agrees to be bound by these Terms.

VestaOS may assign these Terms in connection with a merger, financing, acquisition, corporate restructuring, sale of assets, or transfer to an affiliate or successor.

Neither party will be liable for delay or failure to perform caused by circumstances beyond its reasonable control, including:

• natural disasters;
• war;
• terrorism;
• labor disputes;
• governmental action;
• internet failures;
• utility failures;
• third-party infrastructure outages; or
• widespread cybersecurity incidents.

This Section does not excuse payment obligations already incurred.

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles.

Unless otherwise required by applicable law or agreed in writing, any dispute arising from or relating to these Terms or the Service will be brought in the state or federal courts located in Delaware, and each party consents to personal jurisdiction and venue in those courts.

You may not use the Service in violation of applicable export-control, sanctions, or trade laws.

You represent that you are not prohibited from using the Service under applicable sanctions or export restrictions.

VestaOS may provide notices to you through:

• email;
• the Service;
• your account dashboard; or
• the contact information associated with your account.

Legal notices to VestaOS should be sent to the contact address specified below.

If any provision of these Terms is found unenforceable, the remaining provisions will remain in effect.

The unenforceable provision will be modified to the minimum extent necessary to make it enforceable where permitted by law.

Failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other right.

These Terms, together with any applicable Order Form, Privacy Policy, Data Processing Addendum, and other written agreement incorporated by reference, constitute the entire agreement between you and VestaOS regarding the Service.

They supersede prior or contemporaneous understandings concerning the same subject matter, except for separately executed written agreements that expressly remain in effect.

VestaOS Inc.
Delaware, United States
Email: support@vestaos.ai
Website: vestaos.ai

For legal inquiries:
legal@vestaos.ai

For privacy inquiries:
privacy@vestaos.ai