Terms

Terms and conditions for using TrueCaaS.

These terms provide the basic rules for evaluating, onboarding, and using TrueCaaS through self-serve, managed, or licensed models.

Effective date

2026-05-01

Last updated

05/14/2026

These TrueCaaS Terms and Conditions, together with any Order Form, online signup page, subscription plan, incorporated policy, Data Processing Addendum, Acceptable Use Policy, documentation, or written addendum referencing these Terms, form a binding agreement between True2air Inc., a Delaware corporation, and the entity or organization accepting these Terms.

By clicking “I Agree,” checking an acceptance box, creating an account, completing signup, accessing TrueCaaS, using TrueCaaS, inviting Authorized Users, or otherwise using the Service, the Tenant agrees to be bound by these Terms. The individual accepting these Terms represents and warrants that they have authority to bind the Tenant.

If the Tenant does not agree to these Terms, the Tenant must not access or use TrueCaaS.

These Terms include and incorporate by reference all schedules, exhibits, addenda, policies, and documents referenced herein, including Schedule A: Shared Security Responsibility Model and Schedule B: Security Breach Allocation. Schedule A and Schedule B form part of these Terms and are binding on Tenant.

1. Definitions

For purposes of these Terms:

“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with a party.

“Applicable Law” means all laws, rules, regulations, orders, directives, and legal requirements applicable to a party, the Service, Tenant Data, Tenant Systems, or the Tenant’s use of the Service.

“Authorized User” means an employee, contractor, agent, administrator, service account, system user, or other person or system that Tenant authorizes to access or use TrueCaaS.

“Confidential Information” means nonpublic information disclosed by one party to the other that is marked confidential or that reasonably should be understood to be confidential, including product architecture, security information, credentials, vulnerability information, pricing, business plans, technical information, logs, reports, and Tenant Data.

“Documentation” means TrueCaaS’s then-current user guides, technical specifications, support materials, product notices, and online instructions made available by True2air.

“Fees” means all amounts payable by Tenant for access to or use of TrueCaaS.

“High-Risk Use” means use of the Service in or for systems where failure, breach, delay, or error could lead to death, bodily injury, catastrophic damage, critical infrastructure failure, emergency response failure, public safety compromise, weapons deployment, or other severe harm.

“Liability Damage Event” means any event, incident, claim, alleged breach, service failure, data loss, outage, unauthorized access, security incident, error, omission, defect, misconfiguration, delay, interruption, or other circumstance for which Tenant seeks damages, reimbursement, service credits, indemnity, compensation, or other monetary recovery from True2air or any True2air Party.

“Order Form” means an online signup page, purchase flow, invoice, ordering document, statement of work, subscription plan, or written order accepted by True2air that identifies the Service, plan, fees, term, or other commercial terms.

“Service” or “TrueCaaS” means the TrueCaaS application, platform, software, APIs, dashboards, security layer, tools, features, documentation, and related services provided by or on behalf of True2air.

“Security Incident” means confirmed unauthorized access to, acquisition of, disclosure of, or loss of control over Tenant Data within TrueCaaS systems under True2air’s control.

“Tenant” means the company, organization, or legal entity accepting these Terms or using TrueCaaS.

“Tenant-Caused Security Event” means any Security Incident, breach, compromise, unauthorized access, data loss, system disruption, exposure, vulnerability, or claim caused by or arising from Tenant, Tenant Systems, Tenant Data, Authorized Users, Tenant’s employees, Tenant’s contractors, Tenant’s vendors, Tenant’s customers, Tenant’s administrators, Tenant’s credentials, Tenant’s configurations, Tenant’s instructions, Tenant’s third-party integrations, or any act or omission of the foregoing.

“Tenant Data” means data, files, logs, records, configurations, credentials, metadata, content, or other information submitted to, transmitted through, stored in, generated from, or processed by TrueCaaS on behalf of Tenant.

“Tenant Systems” means Tenant’s networks, cloud environments, applications, endpoints, devices, accounts, identity providers, infrastructure, third-party tools, integrations, APIs, code, data stores, and systems.

“True2air Parties” means True2air Inc., its Affiliates, officers, directors, employees, contractors, licensors, service providers, subprocessors, suppliers, agents, successors, and assigns.

“Other Customers” means other tenants, customers, users, or clients of True2air or TrueCaaS.

2. Acceptance, Authority, and Signup

2.1 Binding Acceptance

Tenant accepts these Terms by completing signup, checking an acceptance box, clicking an acceptance button, accessing the Service, using the Service, or permitting any Authorized User to access or use the Service.

2.2 Authority

The person accepting these Terms represents and warrants that they are at least 18 years old and have full legal authority to bind Tenant.

2.3 Organizational Use

TrueCaaS is intended for business and organizational use. Tenant is responsible for ensuring that its Authorized Users comply with these Terms.

2.4 Account Information

Tenant must provide accurate and complete signup, billing, tax, security, and administrative information and must promptly update such information when it changes.

2.5 Account Administrators

Tenant is responsible for all actions taken by its administrators, including permission changes, user invitations, security configuration decisions, data access, integration choices, and account deletion.

3. The Service

3.1 TrueCaaS Security Layer

TrueCaaS provides a technology-enabled security layer and related tools designed to assist Tenant with certain security, access, monitoring, control, detection, response, or protection functions, depending on the plan and configuration selected by Tenant.

3.2 No Absolute Protection

Tenant acknowledges that no software, security layer, monitoring tool, access control, authentication method, network defense, or cybersecurity service can guarantee complete protection against unauthorized access, compromise, malware, phishing, insider threats, credential theft, misconfiguration, social engineering, zero-day attacks, third-party vulnerabilities, or other security threats.

3.3 Shared Responsibility

Tenant acknowledges that security is a shared responsibility. TrueCaaS is not a replacement for Tenant’s own security program, employee training, access controls, network controls, secure development practices, patch management, backups, incident response planning, legal compliance, or internal governance.

3.4 Configuration Matters

Tenant is solely responsible for correctly configuring TrueCaaS for Tenant’s environment, reviewing recommended settings, managing permissions, validating integrations, testing deployments, monitoring alerts, and taking appropriate action based on outputs from the Service.

3.5 No Guaranteed Outcomes

True2air does not warrant that TrueCaaS will detect, prevent, stop, remediate, or identify every attack, breach, vulnerability, suspicious activity, policy violation, misconfiguration, malicious actor, insider threat, or other risk.

3.6 Changes to Service

True2air may modify, enhance, discontinue, replace, or remove features of the Service from time to time, provided that True2air will not materially reduce the core functionality of a paid subscription during the applicable subscription term without reasonable notice, except where required for security, legal, operational, or emergency reasons.

4. Tenant Responsibilities

4.1 Tenant Control

Tenant retains control over Tenant Systems, Tenant Data, Authorized Users, user permissions, identity providers, integrations, security policies, business decisions, and operational decisions.

4.2 Authorized Users

Tenant is responsible for all acts and omissions of Authorized Users, employees, contractors, agents, service accounts, administrators, vendors, and anyone accessing the Service through Tenant’s account or credentials.

4.3 Credentials and Access

Tenant is solely responsible for safeguarding usernames, passwords, API keys, tokens, certificates, secrets, private keys, administrator credentials, recovery codes, and other access mechanisms.

4.4 Minimum Security Practices

Tenant must use commercially reasonable security practices, including as applicable: multifactor authentication, least-privilege access, secure credential storage, timely user deprovisioning, endpoint protection, secure network controls, logging, patching, vulnerability management, employee security training, incident response procedures, and backup practices.

4.5 Tenant Systems

Tenant is solely responsible for securing, maintaining, monitoring, updating, patching, backing up, and legally operating Tenant Systems.

4.6 Employee and Contractor Conduct

Tenant is responsible for the actions and omissions of its employees, contractors, consultants, administrators, vendors, customers, and other personnel, including negligent, reckless, unauthorized, malicious, or fraudulent conduct.

4.7 Legal Rights to Data

Tenant represents and warrants that it has all rights, permissions, notices, authorizations, consents, and legal bases necessary to submit Tenant Data to TrueCaaS and to permit True2air to process Tenant Data as contemplated by these Terms.

4.8 Use of Outputs

Tenant is responsible for reviewing, validating, and acting upon alerts, reports, recommendations, detections, logs, dashboards, and other outputs from TrueCaaS. TrueCaaS outputs are not legal, regulatory, forensic, compliance, insurance, or professional advice.

4.9 Backups

Tenant is responsible for maintaining independent backups of Tenant Data and Tenant Systems. True2air is not responsible for loss of Tenant Data where Tenant failed to maintain appropriate backups or where the loss arose from Tenant’s acts or omissions.

4.10 No Reliance as Sole Control

Tenant must not rely on TrueCaaS as its sole security control, sole compliance tool, sole backup method, sole access control, sole monitoring tool, or sole incident response mechanism.

5. Tenant-Caused Security Events

5.1 Sole Tenant Responsibility

Tenant is solely responsible for all Tenant-Caused Security Events.

5.2 Examples of Tenant-Caused Security Events

Tenant-Caused Security Events include events arising from or related to:

compromised Tenant credentials, passwords, tokens, keys, certificates, or secrets;
phishing, social engineering, business email compromise, or employee deception;
actions or omissions of Tenant’s employees, contractors, agents, administrators, vendors, customers, or Authorized Users;
Tenant’s misconfiguration of TrueCaaS, Tenant Systems, identity providers, firewalls, access policies, permissions, APIs, or integrations;
Tenant’s failure to enable recommended controls, including multifactor authentication or least-privilege access;
Tenant’s disabling, bypassing, weakening, or ignoring security controls, alerts, warnings, or recommendations;
Tenant’s failure to patch, update, harden, monitor, or secure Tenant Systems;
Tenant’s use of unsupported, outdated, vulnerable, or end-of-life systems;
malware, ransomware, malicious code, or unauthorized software introduced through Tenant Systems or Tenant personnel;
data uploaded, shared, exposed, deleted, altered, or transmitted by Tenant or Authorized Users;
unauthorized testing, scanning, probing, exploitation, or reverse engineering by Tenant or anyone acting through Tenant;
third-party products, services, vendors, applications, cloud platforms, networks, or integrations selected or used by Tenant;
Tenant’s failure to comply with Applicable Law, privacy obligations, employee notice obligations, or contractual obligations;
Tenant’s failure to maintain backups, logs, audit trails, or incident response procedures; or
instructions, approvals, permissions, or operational decisions made by Tenant.

5.3 No True2air Liability for Tenant-Caused Security Events

To the fullest extent permitted by law, True2air Parties are not liable for any damages, losses, costs, expenses, claims, penalties, fines, notifications, investigations, remediation costs, data loss, business interruption, reputational harm, legal fees, or other consequences arising from or related to a Tenant-Caused Security Event.

5.4 No Liability of Other Customers

Tenant agrees that Other Customers are not liable for Tenant-Caused Security Events, Tenant’s use of the Service, Tenant Data, Tenant Systems, Tenant’s employee actions, Tenant’s misconfigurations, or Tenant’s credentials. Other Customers are intended third-party beneficiaries of this Section and may enforce it.

5.5 Tenant Indemnity for Tenant-Caused Security Events

Tenant must defend, indemnify, and hold harmless the True2air Parties and Other Customers from and against all claims, losses, damages, liabilities, penalties, fines, costs, and expenses, including reasonable attorneys’ fees, arising from or related to any Tenant-Caused Security Event.

5.6 No Service Credits

Tenant is not entitled to service credits, refunds, fee reductions, damages, or other compensation for downtime, degradation, data loss, alerts, blocked activity, account restriction, investigation, or other consequences arising from a Tenant-Caused Security Event.

6. Security Incident Response and Cooperation

6.1 True2air Security Measures

True2air will use commercially reasonable administrative, technical, and organizational measures designed to protect the Service under True2air’s control.

6.2 Incident Notification

If True2air confirms a Security Incident involving Tenant Data within TrueCaaS systems under True2air’s control, True2air will notify Tenant without unreasonable delay, subject to Applicable Law, law enforcement requirements, security needs, and any applicable Data Processing Addendum.

6.3 Tenant Notification Obligations

Tenant is solely responsible for determining whether it must notify its employees, customers, users, regulators, contractual counterparties, insurers, or other third parties regarding any incident, including any Tenant-Caused Security Event.

6.4 Tenant Cooperation

Tenant must promptly cooperate with True2air in investigating, containing, mitigating, or remediating any suspected or actual incident, including by providing logs, configurations, access records, user information, and other relevant materials.

6.5 Emergency Actions

True2air may take emergency actions without prior notice where True2air reasonably believes such action is necessary to protect the Service, Tenant, Other Customers, True2air, third parties, data, infrastructure, or legal interests. Emergency actions may include suspending access, disabling integrations, revoking tokens, quarantining traffic, rate limiting, blocking IP addresses, disabling accounts, preserving logs, or isolating Tenant environments.

6.6 No Admission

True2air’s investigation, notification, cooperation, remediation, or emergency action does not constitute an admission of fault, liability, responsibility, or breach.

6.7 Public Statements

Tenant must not make any public statement, regulatory statement, press statement, customer notice, social media post, or other external communication attributing an incident to True2air or TrueCaaS unless Tenant has provided True2air prior written notice and the statement is legally required or expressly approved by True2air.

7. Acceptable Use

Tenant must not, and must not permit any Authorized User or third party to:

use the Service unlawfully or in violation of these Terms;
use the Service to harm, disrupt, attack, scan, exploit, or gain unauthorized access to any system;
upload or transmit malware, ransomware, viruses, worms, trojans, spyware, or malicious code;
interfere with or disrupt the Service or any third-party system;
attempt to bypass usage limits, access controls, authentication, monitoring, or security measures;
reverse engineer, decompile, disassemble, copy, modify, or create derivative works of the Service, except to the extent such restriction is prohibited by law;
use the Service to develop or improve a competing product or service;
conduct penetration testing, vulnerability scanning, load testing, scraping, benchmarking, or security research against the Service without True2air’s prior written authorization;
use the Service to process data Tenant is not legally permitted to process;
use the Service to violate privacy, employment, surveillance, wiretap, data protection, export, sanctions, or cybersecurity laws;
use the Service to send spam, phishing messages, deceptive communications, or unlawful content;
use the Service in a manner that creates excessive load, degradation, or security risk;
access another tenant’s data, systems, or account;
impersonate another person or entity;
remove, alter, or obscure proprietary notices;
use the Service for High-Risk Use without True2air’s express written authorization; or
submit regulated, restricted, or sensitive data except as expressly permitted under these Terms, an Order Form, or a Data Processing Addendum.

True2air may suspend or terminate access for any actual or suspected violation of this Section.

8. Restricted Data

8.1 Restricted Data Not Permitted by Default

Unless expressly authorized in an Order Form or separate written agreement, Tenant must not submit to the Service: protected health information, payment card data, government classified information, export-controlled technical data, biometric data, children’s data, highly sensitive financial information, criminal records, precise geolocation data, or other regulated data requiring special contractual, technical, or legal controls.

8.2 No HIPAA BAA by Default

True2air is not acting as a business associate under HIPAA unless True2air has signed a separate Business Associate Agreement with Tenant.

8.3 No PCI Environment by Default

TrueCaaS is not intended to store, process, or transmit payment card data unless expressly stated in a written agreement signed by True2air.

8.4 Tenant Responsibility

Tenant is solely responsible for determining whether Tenant Data is subject to special legal, contractual, regulatory, or industry requirements and for ensuring that Tenant’s use of the Service complies with those requirements.

9. Privacy and Data Protection

9.1 Tenant Data Ownership

As between the parties, Tenant owns Tenant Data.

9.2 License to Process Tenant Data

Tenant grants True2air a nonexclusive, worldwide, royalty-free license to host, process, transmit, access, use, store, copy, display, modify, and analyze Tenant Data as necessary to provide, secure, support, maintain, improve, and operate the Service; comply with Applicable Law; prevent fraud or abuse; and enforce these Terms.

9.3 Personal Data

To the extent True2air processes personal data on behalf of Tenant, the parties will comply with the applicable Data Processing Addendum, if any. If required by Applicable Law, Tenant must execute True2air’s Data Processing Addendum before submitting personal data to the Service.

9.4 Tenant as Controller

Unless otherwise stated in a Data Processing Addendum, Tenant determines the purposes and means of processing Tenant Data and is responsible for notices, consents, legal bases, employment-law compliance, privacy-law compliance, and responding to data subject or consumer requests.

9.5 Service Data

True2air may collect and use telemetry, diagnostics, logs, performance data, usage data, security signals, metadata, and operational data relating to the Service to provide, secure, monitor, improve, and support TrueCaaS.

9.6 Aggregated and Deidentified Data

True2air may create and use aggregated, anonymized, or deidentified data that does not identify Tenant or any individual for analytics, benchmarking, security research, product improvement, threat intelligence, and business purposes.

9.7 Retention

True2air may retain Tenant Data during the subscription term and for a reasonable period thereafter as necessary for backup, security, legal, compliance, dispute resolution, audit, or operational purposes, unless otherwise required by Applicable Law or a Data Processing Addendum.

9.8 Deletion

Upon termination, Tenant may request deletion of Tenant Data, subject to backup retention, legal obligations, security obligations, unresolved disputes, and technical limitations.

10. Confidentiality

10.1 Obligations

Each party must protect the other party’s Confidential Information using at least reasonable care and may use Confidential Information only to perform obligations or exercise rights under these Terms.

10.2 Permitted Disclosures

A party may disclose Confidential Information to employees, contractors, advisors, service providers, auditors, insurers, legal counsel, or regulators who have a need to know and are bound by confidentiality obligations or legal duties.

10.3 Security Information

Tenant acknowledges that True2air’s security architecture, vulnerability information, penetration test results, audit reports, SOC reports, incident details, threat intelligence, infrastructure details, and nonpublic documentation are highly sensitive Confidential Information.

10.4 Compelled Disclosure

If a party is legally required to disclose Confidential Information, it will, where legally permitted, provide reasonable notice and cooperate in seeking confidential treatment.

10.5 Exclusions

Confidential Information does not include information that is publicly available without breach, independently developed without use of Confidential Information, rightfully received from a third party without confidentiality restrictions, or approved for release in writing.

10.6 Survival

Confidentiality obligations survive termination for five years, except trade secrets and highly sensitive security information remain protected for as long as permitted by law.

11. Third-Party Services and Integrations

11.1 Tenant-Selected Integrations

Tenant may choose to connect TrueCaaS with third-party services, cloud platforms, identity providers, APIs, applications, data sources, or other systems. Tenant is solely responsible for such choices.

11.2 Third-Party Terms

Third-party services are governed by their own terms and policies. True2air is not responsible for third-party services, third-party data handling, third-party downtime, third-party vulnerabilities, or third-party acts or omissions.

11.3 Permissions

Tenant is responsible for granting appropriate permissions to integrations and for reviewing the security and privacy implications of such permissions.

11.4 Integration Risk

True2air is not liable for any breach, data loss, unauthorized access, misconfiguration, or damage arising from third-party services or integrations selected, enabled, configured, or used by Tenant.

12. Fees, Billing, and Taxes

12.1 Fees

Tenant must pay all Fees stated in the applicable Order Form, signup flow, invoice, or subscription plan.

12.2 Payment Authorization

Tenant authorizes True2air and its payment processors to charge the payment method provided by Tenant for all Fees, taxes, overages, renewals, and other amounts due.

12.3 No Refunds

Fees are noncancelable and nonrefundable except as expressly stated in an Order Form or required by Applicable Law.

12.4 Late Payments

Overdue amounts may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law. Tenant is responsible for collection costs and reasonable attorneys’ fees incurred by True2air in collecting overdue amounts.

12.5 Taxes

Fees are exclusive of taxes. Tenant is responsible for all sales, use, VAT, GST, withholding, excise, and similar taxes, except taxes based on True2air’s net income.

12.6 Suspension for Nonpayment

True2air may suspend or terminate access if Fees are overdue.

13. Subscription Term, Renewal, and Termination

13.1 Term

The subscription term is stated in the applicable Order Form or signup flow.

13.2 Renewal

Unless otherwise stated, subscriptions automatically renew for successive terms unless either party cancels in accordance with the applicable cancellation process.

13.3 Termination by Tenant

Tenant may terminate its subscription according to the cancellation process in the account dashboard or Order Form. Termination does not relieve Tenant of payment obligations incurred before termination.

13.4 Termination by True2air

True2air may terminate or suspend the Service if Tenant breaches these Terms, fails to pay Fees, creates security risk, violates Applicable Law, infringes third-party rights, causes harm to the Service or Other Customers, or uses the Service in a way that may expose True2air to liability.

13.5 Effect of Termination

Upon termination, Tenant’s right to access and use the Service ends immediately, and Tenant must stop using TrueCaaS.

13.6 Survival

Sections relating to payment obligations, confidentiality, intellectual property, data rights, restricted data, disclaimers, limitation of liability, indemnification, dispute resolution, governing law, and any other provisions intended by their nature to survive will survive termination.

14. Suspension and Protective Measures

14.1 Suspension Rights

True2air may suspend or restrict Tenant’s access to all or part of the Service if True2air reasonably believes that:

Tenant has violated these Terms;
Tenant’s account is compromised;
Tenant’s use presents a security, legal, operational, reputational, or business risk;
Tenant’s use may harm True2air, Other Customers, third parties, or the Service;
Tenant has failed to pay Fees;
suspension is required by Applicable Law, court order, regulator, law enforcement, or third-party provider; or
emergency action is necessary.

14.2 Protective Controls

True2air may disable accounts, revoke tokens, block traffic, remove integrations, throttle usage, quarantine files, disable API access, reset credentials, require additional verification, require MFA, or take similar protective actions.

14.3 No Liability for Suspension

True2air is not liable for losses arising from suspension, restriction, or protective action taken in good faith.

15. Intellectual Property

15.1 True2air Ownership

True2air and its licensors own all rights, title, and interest in and to the Service, Documentation, software, technology, APIs, interfaces, dashboards, designs, methods, know-how, security models, analytics, inventions, and related intellectual property.

15.2 Limited License

Subject to these Terms, True2air grants Tenant a limited, nonexclusive, nontransferable, non-sublicensable, revocable right to access and use the Service during the subscription term for Tenant’s internal business purposes.

15.3 No Transfer

No rights are granted except as expressly stated. Tenant does not acquire ownership of the Service or any True2air intellectual property.

15.4 Feedback

Tenant may provide suggestions, ideas, requests, recommendations, or feedback. True2air may use feedback without restriction, compensation, or obligation.

15.5 Usage Data and Improvements

True2air owns improvements, enhancements, analytics, models, configurations, techniques, and learnings developed from operating the Service, provided that True2air does not disclose Tenant Data except as permitted by these Terms.

16. Support and Service Levels

16.1 Support

True2air may provide support according to the applicable plan, Documentation, or Order Form.

16.2 No SLA Unless Expressly Stated

True2air does not provide any uptime commitment, service credit, response time, remediation time, recovery time, or support-level guarantee unless expressly stated in a written Service Level Agreement signed or incorporated by True2air.

16.3 Maintenance

The Service may be unavailable due to maintenance, updates, security patches, infrastructure changes, third-party service issues, emergency repairs, or circumstances beyond True2air’s control.

16.4 Tenant-Requested Assistance

True2air may provide configuration guidance, troubleshooting, onboarding, or recommendations, but Tenant remains responsible for its decisions, configurations, systems, data, and implementation.

17. Beta, Trial, Preview, and Evaluation Features

17.1 Beta Features

True2air may offer beta, preview, pilot, trial, evaluation, or experimental features.

17.2 As-Is

Beta features are provided “as is,” without warranties, support commitments, service levels, indemnity, or liability.

17.3 Use at Tenant’s Risk

Tenant uses beta features at its own risk. Beta features may be changed, suspended, or discontinued at any time.

17.4 No Production Use

Unless expressly authorized by True2air, Tenant must not use beta features for production, critical, regulated, or High-Risk Use.

18. Disclaimers

18.1 As-Is Disclaimer

Except as expressly stated in these Terms, the Service is provided “as is” and “as available.”

18.2 Warranty Disclaimer

To the fullest extent permitted by law, True2air disclaims all warranties, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, title, noninfringement, accuracy, availability, security, reliability, and error-free operation.

18.3 Security Disclaimer

True2air does not warrant that the Service will prevent, detect, identify, remediate, or block all unauthorized access, cyberattacks, malware, ransomware, phishing, insider threats, credential compromise, vulnerabilities, or security incidents.

18.4 Compliance Disclaimer

True2air does not warrant that the Service will make Tenant compliant with any law, regulation, standard, framework, certification, contract, insurance requirement, or industry requirement.

18.5 Data Loss Disclaimer

True2air does not warrant that Tenant Data will not be lost, corrupted, deleted, altered, or unavailable.

18.6 Third-Party Disclaimer

True2air is not responsible for third-party products, services, systems, integrations, cloud providers, networks, software, applications, or vendors.

19. Limitation of Liability

19.1 Exclusion of Indirect Damages

To the fullest extent permitted by law, the True2air Parties will not be liable for any indirect, incidental, special, consequential, exemplary, punitive, enhanced, or similar damages, including lost profits, lost revenue, lost business, lost goodwill, reputational harm, business interruption, loss of data, cost of substitute services, loss of anticipated savings, or security remediation costs, even if advised of the possibility of such damages.

19.2 Monthly Liability Cap for Tenant Claims

To the fullest extent permitted by law, for any Liability Damage Event raised by Tenant, the maximum total aggregate liability of the True2air Parties will not exceed the Fees actually paid by Tenant to True2air for the applicable TrueCaaS subscription during the calendar month in which the Liability Damage Event first occurred.

19.3 If No Monthly Payment Exists

If Tenant used TrueCaaS under a free trial, unpaid plan, promotional plan, evaluation, credit, or other no-fee arrangement during the month in which the Liability Damage Event occurred, the maximum total aggregate liability of the True2air Parties for that Liability Damage Event will be US $100.

19.4 Single Cap

The liability cap applies in the aggregate, not per claim, per theory, per user, per record, per day, per incident, or per notice. Related events, repeated events, continuing events, and events arising from the same or similar facts will be treated as a single Liability Damage Event.

19.5 Scope of Cap

The liability cap applies to all claims and theories of liability, including contract, tort, negligence, gross negligence to the extent permitted by law, strict liability, warranty, statute, misrepresentation, equity, indemnity, data breach, security incident, service outage, data loss, confidentiality, privacy, and any other legal or equitable theory.

19.6 Essential Basis

Tenant acknowledges that the Fees reflect the allocation of risk in these Terms and that True2air would not provide the Service without the disclaimers, exclusions, and limitations of liability stated in these Terms.

19.7 Non-Excludable Liability

Nothing in these Terms excludes liability that cannot be excluded under Applicable Law. Any non-excludable liability is limited to the maximum extent permitted by Applicable Law.

20. Tenant Indemnification

20.1 Indemnity

Tenant will defend, indemnify, and hold harmless the True2air Parties and Other Customers from and against any claims, demands, actions, investigations, damages, losses, liabilities, penalties, fines, settlements, judgments, costs, and expenses, including reasonable attorneys’ fees, arising from or related to:

Tenant Data;
Tenant Systems;
Tenant’s use of the Service;
Authorized Users;
Tenant’s employees, contractors, administrators, vendors, customers, or agents;
Tenant-Caused Security Events;
Tenant’s breach of these Terms;
Tenant’s violation of Applicable Law;
Tenant’s privacy, employment, monitoring, surveillance, consent, or notice obligations;
Tenant’s misconfiguration, misuse, or unauthorized use of the Service;
Tenant’s third-party integrations;
Tenant’s infringement or alleged infringement of third-party rights;
Tenant’s submission of Restricted Data;
claims by Tenant’s customers, users, employees, contractors, vendors, or regulators;
Tenant’s public statements attributing fault to True2air without authorization or legal basis; or
Tenant’s High-Risk Use.

20.2 Defense Control

True2air may control the defense and settlement of any indemnified claim. Tenant must cooperate fully.

20.3 No Settlement Without Consent

Tenant may not settle any indemnified claim in a way that imposes liability, admission, restriction, or obligation on any True2air Party or Other Customer without True2air’s prior written consent.

20.4 Uncapped Tenant Indemnity

Tenant’s indemnification obligations are not subject to the limitation of liability in Section 19.

21. Limited True2air IP Indemnity

21.1 Limited IP Indemnity

If Tenant has a paid subscription and a third party claims that the unmodified Service, as provided by True2air and used by Tenant in accordance with these Terms, directly infringes that third party’s U.S. patent, copyright, or trademark, True2air may defend Tenant against that claim.

21.2 Exclusions

True2air has no obligation for claims arising from Tenant Data, Tenant Systems, modifications, combinations, third-party services, open-source software, unauthorized use, beta features, free trials, or use after True2air provides a non-infringing alternative or instructs Tenant to stop use.

21.3 Remedies

If the Service becomes or may become subject to an infringement claim, True2air may obtain rights, modify the Service, replace the Service, or terminate the affected subscription and refund prepaid unused Fees for the affected period.

21.4 Sole Remedy

This Section states Tenant’s sole and exclusive remedy for infringement claims.

22. Compliance

22.1 Tenant Compliance

Tenant is responsible for complying with all Applicable Law relating to Tenant Data, Tenant Systems, Authorized Users, employee monitoring, privacy notices, consents, cybersecurity obligations, breach notifications, recordkeeping, and use of TrueCaaS.

22.2 Export and Sanctions

Tenant must not use the Service in violation of export control, sanctions, anti-boycott, anti-corruption, or trade compliance laws.

22.3 Government Use

If Tenant is a government entity or uses the Service on behalf of a government entity, the Service is provided as commercial computer software and commercial documentation.

22.4 Regulated Use

Tenant must not use the Service for regulated workloads unless Tenant has confirmed that the applicable plan, documentation, and written agreements support such use.

23. Audits, Security Reports, and Testing

23.1 Security Documentation

True2air may make certain security documentation, questionnaires, certifications, or audit reports available under confidentiality restrictions, if available and applicable.

23.2 No On-Site Audit Right

Tenant has no right to conduct on-site audits, inspections, penetration tests, vulnerability scans, source-code reviews, infrastructure reviews, or security assessments of True2air systems without True2air’s prior written authorization.

23.3 Testing Authorization Required

Tenant must obtain written authorization before conducting any test against the Service. Unauthorized testing is a material breach.

23.4 Vulnerability Disclosure

Tenant must promptly report suspected vulnerabilities to True2air and must not publicly disclose vulnerability information without True2air’s prior written consent.

24. Insurance

Tenant will maintain insurance appropriate for its business, systems, risk profile, and use of the Service, including where appropriate cyber liability, technology errors and omissions, general liability, and professional liability coverage. Tenant’s insurance obligations do not limit Tenant’s liability under these Terms.

25. Dispute Resolution

25.1 Good-Faith Resolution

Before filing a claim, the parties will attempt in good faith to resolve the dispute through written notice and executive-level discussions.

25.2 Arbitration

Except for claims seeking injunctive or equitable relief, intellectual property claims, confidentiality breaches, payment claims, or claims involving unauthorized access or misuse of the Service, any dispute arising from or relating to these Terms or the Service will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules.

25.3 Seat and Location

The arbitration will be seated in Wilmington, Delaware, unless the parties agree otherwise.

25.4 Individual Claims Only

Claims may be brought only on an individual basis and not as a class, collective, representative, consolidated, or private attorney general action.

25.5 Jury Trial Waiver

To the fullest extent permitted by law, each party waives the right to a jury trial.

25.6 Injunctive Relief

True2air may seek injunctive or equitable relief in any court of competent jurisdiction to protect its Confidential Information, intellectual property, systems, Service, security, or business interests.

26. Governing Law and Venue

26.1 Governing Law

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

26.2 Exclusive Venue

For claims not subject to arbitration, the parties consent to exclusive jurisdiction and venue in the state and federal courts located in Delaware.

26.3 No CISG

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

27. Claims Period

To the fullest extent permitted by law, any claim by Tenant arising from or relating to these Terms or the Service must be brought within one year after the event giving rise to the claim occurred. Claims not brought within that period are permanently barred.

28. Force Majeure

True2air is not liable for delay, failure, outage, degradation, data loss, or nonperformance caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, internet failures, cloud provider failures, utility failures, cyberattacks, denial-of-service attacks, malware, ransomware, supply chain issues, government actions, regulatory restrictions, pandemics, or failures of third-party services.

29. Publicity

Unless Tenant opts out in writing, True2air may identify Tenant as a customer and use Tenant’s name and logo in customer lists, websites, presentations, and marketing materials. True2air will not disclose Tenant’s Confidential Information in doing so.

30. Assignment

Tenant may not assign or transfer these Terms without True2air’s prior written consent. True2air may assign or transfer these Terms to an Affiliate, successor, acquirer, or in connection with a merger, reorganization, financing, sale of assets, change of control, or similar transaction.

31. Modifications to Terms

True2air may update these Terms from time to time. Updated Terms will be posted or made available through the Service. Material changes will apply to new subscriptions immediately and to existing subscriptions upon renewal or after reasonable notice, unless earlier application is required for legal, security, compliance, or operational reasons. Continued use of the Service after updated Terms become effective constitutes acceptance.

32. Notices

True2air may provide notices to Tenant by email, account dashboard, in-product message, website posting, billing portal, or other reasonable method.

Tenant may contact True2air through the contact form available on the TrueCaaS website at:

[Insert TrueCaaS contact form URL]

Tenant should select the appropriate request category, including Legal Notice, Privacy Request, Security Issue, Billing, Support, or General Inquiry.

Formal legal notices to True2air must be sent by mail or nationally recognized courier to:

True2air Inc. Attn: Legal Notices [Insert True2air Inc. mailing address]

Notices involving service of process must be delivered in accordance with applicable law, including through True2air’s registered agent where required.

Notices are deemed given when delivered, posted, sent, or otherwise made available, as applicable.

33. Order of Precedence

If there is a conflict between documents, the following order applies unless expressly stated otherwise:

1. a signed written agreement between the parties; 2. an Order Form; 3. a Data Processing Addendum; 4. these Terms; 5. the Documentation; 6. online product descriptions or marketing materials.

No purchase order or procurement document issued by Tenant will modify these Terms, even if accepted by True2air, unless signed by True2air and expressly states that it amends these Terms.

34. Miscellaneous

34.1 Independent Contractors

The parties are independent contractors. These Terms do not create a partnership, joint venture, agency, fiduciary relationship, employment relationship, or franchise.

34.2 No Third-Party Beneficiaries

Except for the True2air Parties and Other Customers as expressly stated, there are no third-party beneficiaries.

34.3 Severability

If any provision is held invalid or unenforceable, the remaining provisions remain in effect, and the invalid provision will be modified to the minimum extent necessary to make it enforceable.

34.4 No Waiver

Failure to enforce a provision is not a waiver.

34.5 Entire Agreement

These Terms constitute the entire agreement between the parties regarding the Service and supersede prior or contemporaneous agreements regarding the Service.

34.6 Electronic Signatures

Electronic acceptance, electronic signatures, clickwrap acceptance, and online assent are binding.

34.7 Headings

Headings are for convenience only and do not affect interpretation.

34.8 Language

These Terms are written in English. Any translation is provided for convenience only, and the English version controls.

The schedules attached to these Terms are incorporated into and form part of these Terms. In the event of any conflict between the body of these Terms and a schedule, the body of these Terms controls unless the schedule expressly states otherwise.

True2air Responsibilities

True2air is responsible for:

operating and maintaining the TrueCaaS platform under True2air’s control;
implementing commercially reasonable security measures for the Service;
monitoring the Service for platform-level security and operational issues;
maintaining reasonable access controls for True2air personnel;
applying platform-level security updates under True2air’s control;
using reasonable efforts to notify Tenant of confirmed Security Incidents involving Tenant Data in True2air-controlled systems;
maintaining reasonable backup, logging, and operational procedures for the Service; and
providing Documentation and support according to the applicable plan.

Tenant Responsibilities

Tenant is responsible for:

securing Tenant Systems;
managing Authorized Users;
configuring TrueCaaS correctly;
enabling recommended security settings;
protecting credentials, tokens, keys, and secrets;
using multifactor authentication where available;
applying patches and updates to Tenant Systems;
maintaining backups;
responding to alerts and recommendations;
training employees and contractors;
managing third-party integrations;
complying with privacy, employment, monitoring, and data protection laws;
determining whether regulated data may be processed;
investigating Tenant-Caused Security Events; and
notifying Tenant’s users, customers, employees, regulators, or insurers when required.

Schedule B: Security Breach Allocation

For clarity, the following allocation applies:

1. If a breach is caused by Tenant credentials, Tenant employees, Tenant contractors, Tenant vendors, Tenant customers, Tenant administrators, Tenant Systems, Tenant configurations, Tenant integrations, Tenant data handling, or Tenant’s failure to follow security practices, it is a Tenant-Caused Security Event.

2. For Tenant-Caused Security Events, Tenant is solely responsible, and True2air Parties and Other Customers are not liable.

3. Tenant must indemnify True2air Parties and Other Customers for claims arising from Tenant-Caused Security Events.

4. True2air may suspend, isolate, restrict, or disable affected accounts, integrations, tokens, traffic, or features to protect the Service, True2air, Tenant, Other Customers, or third parties.

5. Tenant is responsible for its own investigation, remediation, legal notices, customer communications, employee communications, regulatory reporting, insurer reporting, and third-party claims, unless Applicable Law expressly requires otherwise.

6. True2air’s maximum liability for any Liability Damage Event raised by Tenant is limited to the Fees Tenant paid for the applicable TrueCaaS subscription during the calendar month in which the Liability Damage Event first occurred.