vLayer Terms of Service

‍§ 1. Definitions

Account – means an electronic service provided by the Administrator within the Dashboard, constituting the User's exclusive access space through which he/she can access the Dashboard, the Services, view usage history, and modify the parameters of the Account, notably his/her own personal data gathered in the User’s profile.
Administrator – vLayer Labs sp. z o.o., having its registered office in Warsaw, address: Puławska 145, 02-715 Warsaw, entered into the registry of entrepreneurs of the National Court Register under NCR (KRS) no. 0001087119, whose records are kept by the District Court for the capital city of Warsaw in Warsaw, XIII Commercial Division of the National Court Register, having the tax identification number: 5214055107, statistical no. 527509460, and the share capital of PLN 121.200,00.
API Key – an application programming interface (API) key, being a secret unique identifier used to authenticate and authorize the User, or calling program to an API, necessary to generate Proofs and acting as an access gateway to use the Solution.
Content – any content posted in the Portal by the User, or the vLayer Group.
Contract – contract for the provision of services via electronic means, concluded between the Administrator and the User as of the (i) commencement of use of Services (ii) the Registration, as the case may be.
Dashboard – website and technical solution available at the address https://dashboard.vlayer.xyz, including subpages, allowing the User to generate API Keys.
Portal – means collectively the Website and the Dashboard.
Privacy Policy – means the document adopted by the vLayer Group and available in the Portal, describing the detailed rules for the processing of personal data by the Administrator, available at: https://www.vlayer.xyz/privacy-policy.
Registration – means an act of providing User’s personal data via the form available in the Portal, combined with the obligatory consent to the provisions of the Terms of Service, aimed at creating the Account and, consequently, concluding the Contract.
Services – all services provided by electronic means, free of charge, by the Administrator through the Portal, notably (i) accessible via Dashboard, as well as (ii) the Solution.
Solution – means the zero-knowledge proof solution provided by the Administrator, enabling the Users to perform 24/7/365 cryptographic validation of truthfulness of any given data, information, claim or statement of a third party („Statement”) without revealing the underlying data, information, related circumstances or the full Statement itself to any party (the „Proof”).
Terms of Service – these terms of service for the provision of Services via electronic means by the Administrator.
User – natural person who attained at least the age of 16, legal person or organizational unit without legal personality that commenced the use of Services and, in the same way, concluded a Contract with the Administrator.
vLayer Group – means the Administrator and its affiliates, in particular its parent company – vLayer Labs Ltd., a company incorporated in England under number 15480811, whose registered office is 100 Avebury Boulevard, Milton Keynes, United Kingdom, MK9 1FH (“vLayer UK”).
Website – website available at the address https://vlayer.xyz, including subpages.

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§ 2. General and technical terms

These Terms of Service specify the terms of providing Services and the scope and conditions of the actions undertaken via the Portal and all its subpages as well as the Solution, including technical conditions for the provision of services by electronic means and the terms of concluding and terminating contracts for the provision of services, as well as the complaint procedure. The content of the Terms of Service is continuously and freely available in the Portal, in a form that makes it possible to obtain, reproduce and record the Terms of Service by printing, saving on a suitable medium or downloading in PDF format. The User has the opportunity to review the Terms of Service at any time.
The owner and administrator of the Portal and the Solution is the Administrator. Economic copyrights in the Portal and the Solution, to the extent they do not cover any objects of third-party intellectual property, are entirely held by the vLayer Group.
Considering the constant development of Services, the Administrator reserves the possibility to change the Portal’s or Solution’s functionality by introducing additional functions, services, subpages or by removing the existing ones, and to change the technical methods of rendering Services without the need to supersede the Terms of Service unless the scope of amendments justifies implementation of a new version of the Terms of Service.
The use of the Portal, notably the Dashboard or the Solution, as well as the Registration is voluntary and free of charge for every User, until the Administrator decides otherwise. The Administrator reserves the right to introduce paid access to the Dashboard of the Solution, with the pricing structured at its own discretion. The foregoing however shall be without prejudice to any previous access and actions undertaken by the User, while it remained free of charge.
The use of the Portal or the Solution implies expression of consent to these Terms of Service. Every User shall be obliged to comply with the Terms of Service as of the start of the activities leading to the use of Services offered through the Portal with special emphasis on the commencement of data transfer.
The Portal is run continuously in the Republic of Poland, through the Website and the Dashboard including all subpages thereto. The Administrator reserves the possibility to have maintenance breaks in the operation of the Portal and the Solution.
The Administrator shall not be liable for any acts or omissions of Users, in particular, for non-performance or undue performance of the obligations under a concluded contract for the provision of services, and for the consequences of violating provisions of these Terms of Service, and for the deprivation of any User rights by third parties in case of the User’s exclusive fault for the circumstances directly leading to such deprivation.
The Administrator shall ensure technical support of the Portal and the Solution.
The technical requirements necessary to use the Portal, which should be met by the User, are as follows:
1. terminal device connected to the Internet, operating a supported web browser, whose configuration enables access to the Portal as well as receipt and use of cookies;
2. active e-mail account, allowing the User to at least receive incoming e-mail correspondence.
The Users are obliged to act personally, i.e. on their own behalf.
The User is obliged:
1. not to submit or provide a Content forbidden by legal provisions, e.g. a content promoting violence, offensive, defamatory, slanderous, terrorist in nature, or violating personal interests or other third-party rights;
2. provide data that is truthful and factual, complete, up-to-date, reliable and not misleading;
3. to use the Portal and the Solution in a manner which does not disturb its operation, in particular, by use of certain software or devices;
4. not to take actions such as distribution or publication via or on the Portal of unsolicited commercial communications (spam),
5. to use the Portal and the Solution in a manner which is not burdensome to other Users or the Administrator,
6. to use the Content published in the Portal only for the User’s personal use,
7. to use the Portal and the Solution in compliance with the provisions of law applicable in the Republic of Poland, provisions of these Terms of Service and general principles of etiquette.
The Administrator has the right to verify the truthfulness, validity, completeness, accuracy, reliability and compliance with the law and these Terms of Service of the data provided on the forms (in particular the Registration form) and, in the event of any irregularity, reserves the right not to conclude the Contract or to immediately terminate or withdraw from it.
The User is obliged to provide truthful and non-misleading information during the Registration, use of the Portal and the Solution. It is strictly prohibited for the User to provide any unlawful or illegal Content, understood as information which, by itself or by reference to an action, including the sale of products or the provision of services, does not comply with the law of the European Union or with the law of any Member State which is in conformity with the law of the European Union, irrespective of the specific subject matter or nature of that law.
Downloading, copying, transmission or use in any respect of the Content available in the Portal shall be subject to the consent of the Administrator in each case and shall not violate the provisions of the Terms of Service and generally applicable law, and shall not infringe the interests of the vLayer Group and other Users. Any aggregation or processing of the Content for the purpose of making it available to third parties on other websites as well as offline is prohibited. It is also prohibited to use the Portal’s or vLayer Group’s markings and the markings of third parties including distinctive graphic elements, on external websites.
In the event that the Administrator receives official notification or credible knowledge of the unlawful nature of the Content or related activities, the Administrator shall be entitled to immediately disable access to such a Content. In such a situation, the Administrator shall not be liable to the User for any damage caused by the disabling of access to the Content if it has promptly notified the User of the application of the disabling procedure. The obligation to notify immediately shall not apply to data of which the Administrator has become aware of its illegality by means of an official notification.
The Users are prohibited from using the Portal or the Solution to engage in any activity that competes with the Solution or the vLayer Group, in particular by posting website addresses, advertising Content or false information to discredit the vLayer Group or the Services.
The Users are prohibited from reselling all or part of the Services or the Solution.
The Users are obliged to notify the Administrator immediately of any infringement of their rights in their use of the Services or the Portal, as well as of any known infringement of the Terms of Service and of the unlawful nature of data, information or actions taken via the Portal or the Solution. Upon receipt of such notice, the Administrator shall take the action provided by law, including immediately preventing access to certain Content, including data, information or actions.
The Administrator reserves the right to delete the Account and terminate the Contract, block the User's ability to use the Services or restrict the User's access to specific Content in the Portal in the event that the User is found to be in breach of these Terms of Service, in particular if the User:
1. provided data that is untrue, inaccurate or outdated, misleading or infringing the rights of third parties during the Registration process;
2. has committed, via the Portal or the Solution, a violation of personal rights, in particular the personal rights of other Users;
3. he/she registers multiple times in order to create more than one Account;
4. the User engages in any other behaviour that the Administrator considers reprehensible, incompatible with the applicable law or the general principles of Internet use, contrary to vLayer’s purposes, aimed at extorting gratuitous benefits or detrimental to the good name or interests of vLayer Group.
The User will be notified of the blocking or removal.
A person who has been deprived of the right to use the Portal or the Services, in particular by blocking access to the Portal, suspending or deleting the Account, may not register again without the prior consent of the Administrator.

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§ 3. Provision of Services

The Administrator will use commercially reasonable efforts to provide the User with the Services described herein, solely for the User’s internal business purposes and subject to any further limitations as may be introduced from time to time
The Solution will be integrated with the User’s own or operated infrastructure or solution via an API Key generated through the Dashboard.
The Dashboard allows the User to view the Documentation.
The Administrator will use commercially reasonable efforts to provide the necessary support should the integration fail at any step.
The User shall benefit from the free of charge Solution upgrades and unrestricted access to the newly developed features within the Dashboard, until revoked.
The Solution is currently made available as a test environment (testnet). A testnet is an instance of a blockchain powered by the underlying software, to be used for testing and experimentation without risk to real funds or the main chain. Given by the above, the real-life usage of the Solution is currently not feasible, until further notice from the Administrator.
Each User is granted with a pre-determined number of renewable units for the usage of the Solution in a specified timeframe (testnet gas). In the event that the User will use up the entire limit, the access to the Solution and the Services will be automatically suspended until the renewal date, unless otherwise decided by the Administrator.

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§ 4. Registration

The use of the Services and, consequently, of the Solution is conditioned by the possession of an Account. The creation of an Account is possible via Registration.
By virtue of the Registration, the User and the Administrator conclude the Contract, the subject matter of which is the provision of Services by electronic means, including the access to the Solution at the User's request, which consists of the Terms of Service, the Documentation and separate arrangements (if any).
Upon Registration, an Account is created for the User to manage the parameters of the Contract (in particular through the Dashboard), including the entry and change of personal data, deletion of the Account (termination of the Contract), as well as generating the API Keys. The Account may be accessed via credentials determined by the User at Registration.
Each natural person, when registering, declares that he/she has full legal capacity and, where applicable, that he/she is duly authorised in fact or in law to act on the User's behalf and to make declarations of intent on the User's behalf to the extent corresponding to the activity to be performed.
Upon Registration the User shall provide the Administrator with his or her personal data, i.e. User’s name, surname and e-mail address.
A single User may only have one Account.
In the event that the Administrator becomes aware that the User's representations, covenants or caveats referred to above are factually inaccurate or in breach of these Terms of Service, the User may take all steps provided for by law or these Terms of Service with respect to that person and refuse to continue to provide the Services.
As a condition of the Registration, the User is obliged to agree to these Terms of Service and to acknowledge and accept the Privacy Policy. The User may also provide optional consent for the vLayer Group to send commercial communication.
The provision of personal data of the User during the Registration is voluntary, but at the same time necessary for the Registration. Registration is voluntary, and the absence of mandatory consent makes Registration impossible, as it prevents the use of the Services.
The Administrator may send the User communications of a technical, organisational, transactional and legal nature, in particular in relation to the Services, newly added features and functionality, as well as the activities undertaken by the User in the Portal, regardless of whether the consent for sending commercial communication was given.
The use of temporary email addresses for Account registration is not permitted.
The provision of the Services within the framework of the Account is indefinite. The termination of the Contract on the User's initiative shall be effected by deleting the User's Account from Portal and is possible by sending an appropriate request to the Administrator at the email address: [email protected] or by submitting the relevant instruction from the Account settings (if the Administrator has made this option available).
The User shall refrain from communicating his/her login and password to third parties. The Administrator shall not be held liable for the consequences of the sharing of the login and password to access the Account with third parties by the User.

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§ 5. Relationship and liability

The User acknowledges, that the Solution and Services, notably the Proofs, are based on the validity, truthfulness, and correctness of input data and as such Administrator may only provide its Proof as conforming to the same. The Proof is not intended to serve as a confirmation of compliance with the factual situation, but as a confirmation of validity of a given Statement based indirectly on the input data provided by a third party and its logical truthfulness.
Although the zero-knowledge proof technology (ZKP) provides for a highest degree of trustworthiness without actual disclosure of underlying data, information or circumstances on which a certain Statement is based, or the Statement itself, the User acknowledges that the ZKP is, in fact, based on a probability calculus, the result of which, despite being extremely high and repeatable, may be contrary to the facts.
Given that the software provided as part of the Solution represents a state-of-art computer technology at the most advanced level of development and at the current stage of technological development it is not possible to test or verify all of its potential uses. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by the Administrator or by third-party providers, or because of other causes beyond the Administrator’s reasonable control. The Administrator shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption.
THE ADMINISTRATOR DOES NOT WARRANT THAT THE SERVICES OR SOLUTION WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES OR THE SOLUTION. THE SERVICES AND THE SOLUTION ARE PROVIDED “AS IS” AND VLAYER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR BODILY INJURY OF A PERSON, VLAYER GROUP AND ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL EQUIPMENT AND TECHNOLOGY SUPPLIERS), OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS MEMORANDUM, WHETHER IN CONTRACT, TORT OR OTHERWISE OR UNDER ANY NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER BEYOND THE ADMINISTRATOR REASONABLE CONTROL; (D) FOR ANY LOSS OF PROFIT OR REVENUE BY THE CUSTOMER, SUFFERED BY CUSTOMER ARISING AS A RESULT OF OR RELATED TO THE SERVICES OR USE OF THE SOLUTION; OR (E) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID BY THE CUSTOMER TO VLAYER FOR THE SERVICES UNDER THIS MEMORANDUM IN THE LAST 3 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT VLAYER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
The User will indemnify, defend, and hold harmless the vLayer Group against any third party damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’ fees) in connection with any claim or action finally awarded by a court (“Claim”) that arise from a breach of these Terms of Service or otherwise from the User’s use of Services or the Solution.
No Party is liable to the other or shall be deemed to have breached these Terms of Service for any failure or delay in performing its obligations under these Terms of Service, to the extent such failure or delay is caused by any circumstances beyond Party’s reasonable control, understood as an act of God or force majeure, including, without limitation: flood, fire, earthquake, or explosion, acts of war; government order, law, or actions; strikes, labour stoppages or slowdowns, or other industrial disturbances; or epidemics.

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§ 6. IP ownership

vLayer Group owns and retains all right, title and interest in and to, or has a license to, (a) the Services, including all related data, and all improvements, enhancements or modifications thereto, (b) the Solution, any software, applications, inventions or other technology developed in connection with the Services or support, and (c) all intellectual property rights related to any of the foregoing.
Unless otherwise agreed between the User and the Administrator, the User shall not at any time, directly or indirectly: (i) disclose, release, distribute, resell or deliver the Services, or any portion thereof including the Solution, to any third party or unauthorised user, (ii) copy, modify, or create derivative works of the Services and the Solution, in whole or in part, (iii) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services or the Solution; (iv) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source of the Solution or methods used to compile the Solution, in whole or in part; (v) remove any proprietary notices included within the Services or the Solution; (vii) publish, enhance, or display any compilation or directory based upon information derived from the Services or the Solution; or (viii) use the Services or the Solution any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.
The User shall also not use the Services to: (i) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws, or otherwise violate any law in connection with the Services or this Memorandum; (ii) send or store infringing, obscene, threatening, libellous, or otherwise unlawful or tortuous material, including material harmful to children or that violates third party privacy rights; (iii) send or store material containing software viruses, worms, Trojan horses, or other harmful computer code, files, scripts, agents, or programs; (iv) interfere with or disrupt the integrity or performance of the Services or the Solution contained therein; or (v) attempt to gain unauthorised access to the Services, the Solution, or its related systems or networks.
The User will not upload or submit any personally-identifiable information or other sensitive User to the Services other than the limited technical data required to use the Services and any information requested during Registration and integration.
The User will use the Services in compliance with vLayer’s policies existing as of the date hereof or published and delivered to the User at any time after the conclusion hereof, if any.
Notwithstanding anything to the contrary, the vLayer Group shall have the right to collect and analyse anonymised, non-identifying data and other information relating to the provision, use and performance of various aspects of the Services, the Solution, and related systems and technologies (including, without limitation, information that the vLayer Group has anonymised or de-identified, and data derived therefrom) (“Anonymised Data”). The vLayer Group can use (i) use such Anonymised Data to improve and enhance the Services, the Solution, and for other development, diagnostic and corrective purposes in connection with the Services, the Solution and other vLayer Group’s offerings, or any other purpose, and (ii) disclose such Anonymised Data solely in aggregate or other de-identified form in connection with its business.
If the User provides the Administrator with any suggestion, idea or proposed modification or enhancement regarding the Services or the Solution (“Feedback”), the User grants the vLayer Group a worldwide, sub-licensable, transferrable, royalty-free license to use, exploit and commercialise the Feedback in any manner and for any purpose (including to incorporate into, or further develop, the Services, the Solution, or any other product or service) without any obligation or compensation owed to the vLayer Group or any third party.

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§ 7. Complaints

Users shall have the right to use the complaint procedure as a part of which they may report their objections concerning Services, especially operation of the Portal.
Complaint may be submitted in electronic form to the email address: [email protected] or in writing to the Administrator’s address indicated at the beginning of these Terms of Service.
Complaints should include at least full name, email address and description of the reported objections and, as far as possible, also photographic documentation. If the data or information provided in the complaint require supplementation, before processing the complaint, the Administrator shall request the complainant to supplement the complaint in a specified range.
The Administrator shall process the complaint within 14 days of the date of its receipt.
Response to the complaint shall be sent through the same channel as the complaint itself, unless the User reserved that the response should be sent in another form.
If the complaint includes claims for which the Administrator is not liable, the Administrator shall promptly refer the complaint to the proper entity.
In the event of dispute, the Administrator and the User shall first seek to settle it amicably, including with the use of the EU ODR platform available at the address: https://ec.europa.eu/consumers/odr/main/index.cfm?event=main.home2.show&lng=PL.

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§ 8. Privacy policy and personal data security

The controller of User’s personal data is the Administrator. The Administrator reserves the right to deliver the personal data of Users to other entities for the purpose of performing the Contract.
The Administrator represents that Users’ personal data are processed according to the applicable legislation, including in particular the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation) (“GDPR”).
Specific terms of processing personal data and the scope of rights held by Users as well as the procedure of their exercise are specified in the Privacy Policy.

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§ 9. Final provisions

Any amendments to the Terms of Service shall be made by the Administrator by publication of their current version on the Portal.
The Contract may be terminated by either party (the Administrator or the User), with the Administrator allowed to terminate only for valid reasons, such as a material breach of the Terms of Service, as well as the termination of provision of Services.
At any time, the User has the right to terminate the Contract by deleting his/her Account (subject to the payment of all obligations to the Administrator, if due), Further provisions of the Terms of Service, limiting the possibility of terminating the Contract due to existing obligations towards the Administrator, shall also apply.
The Administrator reserves the right to amend the Contract or the Terms of Service for important reasons, in particular in the event of changes to the functionality of the Portal or the Solution, or its rules of operation, changes to the scope of the Services provided or their rules of operation, changes to the rules of cooperation with the Solution, introduction of new Services or changes relating to billing, prices (including their amount), introduction or removal of fees. Any changes to the Terms of Service shall be effective subject to their publication in the Portal and, with regard to changes to the Contract, subject to the notification of the User concerned – with a fourteen-day transition period. The User shall be notified of the amendment to the Terms of Service or the Contract by e-mail.
The User has the right to object to the amended provisions of the Terms of Service or the Contract. The objection may be submitted by e-mail to: [email protected]. An effective objection results in the termination of the Contract and the deletion of the User’s Account), which does not affect any obligations entered into prior to the amendment of the Terms of Service. After 14 days from notification of the change to the Contract, the User shall be deemed to have accepted the amended provisions and bound by them.
The Administrator may, at any time, for valid reasons, discontinue the provision of Services or the running of Portal, of which it shall immediately notify Users via e-mail.
These Terms of Service shall enter into force on 30 January 2025 and shall remain in force until further notice.
The Terms of Service shall be governed by the laws of the Republic of Poland.
These Terms of Service shall be effective as of 30.01.2025.