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Terms of Service

Verisys Antivirus API

Verisys Antivirus API - Terms of Service

These Terms of Service (the "Agreement") govern your access to and use of Verisys Antivirus API, a SaaS (Software as a Service) product provided by Ionx Solutions LLP (Scottish company registration number SO302728) ("Company", "we", "us").

This Agreement, together with any applicable Order Form or Data Processing Agreement ("DPA"), constitutes the parties' agreement with respect to the Services.

Please read these Terms of Service carefully before accessing or using the Service. By accessing or using the Service, you agree to be bound by these Terms of Service.

Definitions

  1. "Customer", "you" or "your" refers to the entity or individual that holds an account with our Services and is bound by this Agreement.

  2. "Service" or "Services" refers to the Verisys Antivirus API product, including any related services, including the "Admin Site" at https://support.ionxsolutions.com and the "Documentation Site" at https://docs.av.ionxsolutions.com, whether delivered within a web browser, desktop application, mobile application, or another format.

  3. "User Content" refers to any content, data, or files transmitted, submitted, or referenced by URL to our Services for processing.

  4. "Order Form" means a mutually executed document that identifies the Customer, specifies the Services purchased, the applicable fees, billing terms, and any agreed modifications to this Agreement.

Services

  1. Purpose: Company agrees to provide Services for API-based malware scanning of files, NSFW (Not Safe For Work) content scanning of image files, and to provide for maintenance and support. While Company endeavours to provide accurate and reliable malware and NSFW scanning, Company cannot guarantee that all malware and NSFW content will be detected.

  2. Services: Company aims to ensure the Services are available at all times, and will use commercially reasonable efforts to achieve that goal. In limited cases, Company may need to suspend availability of the Services (in part or full) for a short period of time:

    1. When maintenance is scheduled, we will notify you prior to scheduled downtime or interruptions.

    2. When responding to an emergency, we will notify you as soon as reasonably possible.

  3. Plans: Access to Services can be purchased by Customer at different service levels, referred to as "Plans" or "Tiers":

    1. Each Plan provides a different feature set and/or usage quotas.

    2. "Standard" Plans provide access to regional API endpoints hosted on multi-tenant systems.

    3. "Enterprise" Plans can optionally provide a single-tenant endpoint, or cluster of endpoints, for sole use by Customer. Geographical placement and configuration will vary by agreement between Customer and Company.

  4. Changes: Company may, in its sole discretion, make any changes to Services that it deems necessary or useful, including, but not limited to:

    1. Technical changes that do not affect functionality of the Services, for example to increase performance, efficiency, competitiveness, or security, or to comply with regulations.

    2. Minor changes that do not meaningfully affect functionality of the Services, for example to resolve an issue.

    3. Changes that alter or remove existing functionality, or that add new functionality. Company will inform you of such changes by email. Some API-based Services, including Verisys Antivirus API, implement API versioning to "shield" Customer from breaking changes. Company will use commercially reasonable efforts to maintain backward compatibility for features within a supported API version but makes no guarantees.

Subscriptions

  1. Purchase: A Subscription to the Services can be purchased:

    1. On Company's website at https://www.ionxsolutions.com.

    2. For annually-billed Enterprise Plans, a Subscription can also be purchased by sending Company a completed Order Form.

  2. Acceptance: By purchasing a Subscription, you make a contractual offer to Company. Company may accept that offer in its sole discretion. If Company does not accept your offer, payment will not normally be taken, or will be refunded if it has been taken.

  3. Billing Period: Subscription to Services can be purchased with either Monthly or Annual billing.

  4. Payment Methods: The following payment methods are accepted:

    1. For "Standard" Plans, we accept Credit/Debit Card payments.

    2. For annually-billed "Enterprise" Plans, we additionally accept payment by Bank Transfer or Direct Debit. If this is your preferred method, we will invoice you prior to your Subscription expiry date.

  5. Taxes: Prices are displayed exclusive of VAT. If required, we will add VAT to your Subscription price.

  6. Pricing: Pricing is correct at the time of publishing on our website at https://www.ionxsolutions.com. We reserve the right to update pricing as required by us. Any changes will not affect negatively ongoing Subscriptions but may, at Company's sole discretion, apply upon Subscription renewal.

  7. Plans: Subscription Plan features and quotas are correct at the time of publishing on our website at https://www.ionxsolutions.com. We reserve the right to update features and quotas as required by us. Any changes will not negatively affect ongoing Subscriptions but may, at Company's sole discretion, apply upon Subscription renewal.

  8. Non-Payment: Company reserves the right to suspend Services in the event of payment delinquency.

Access to Services

  1. Billing User: During the subscription process for the Services, Customer will identify a contact for purposes of billing, and will provide a name and email address.

  2. Authorised Users: During the configuration and set-up process for the Services, Customer will create an account at the Admin Site. Customer may allow additional employees and/or independent contractors to register an account as required.

  3. Account Responsibility:

    1. Customer shall provide accurate, current, and complete information.

    2. Customer shall be responsible for:

      1. All uses of any account that Customer has access to, whether or not Customer has authorised the particular use or user, and regardless of Customer's knowledge of such use.

      2. Securing Company accounts, passwords, secrets, and API keys.

    3. Company shall not be responsible for any loss due to any irresponsible act such as loss of password or API key by the user.

Use of Services

  1. Credits: Depending on your Service Plan, your account is allocated a quota of "Credits" per billing period. One Credit can be redeemed by you via API call to scan one file for malware or NSFW content.

  2. Quota: You can retrieve your remaining credit quota using our Admin Site or by API call to /v1/me.

  3. Soft Limits: To ensure sufficient capacity for all API consumers on our multi-tenant Services, we use request rate limiting, on a per-region basis. For applicable Enterprise Plans, the rate limit may be configured on request by Customer, at our discretion.

  4. Acceptable Use: Accounts found to be in violation of any of the below are subject to cancellation without prior notice. When using our Services you may not:

    1. Harass, intimidate, or threaten any of our employees engaged in providing any portion of the Services to you.

    2. Impersonate another user.

    3. Circumvent, disable, or otherwise interfere with security or quota features of the Services.

    4. Use the Services in a manner inconsistent with applicable laws or regulations.

    5. Use the Services in a manner intended to harm a person or persons in any way.

    6. Use the Services in a manner intended to tarnish or otherwise harm Company or the Services.

    7. Intentionally interfere with or disrupt the Services.

Support

  1. Availability: If required by you, Company shall provide you with technical support for the Services. Technical support may include assistance with Service or account configuration, troubleshooting, and resolution of Service-related issues.

  2. Channels: Company shall provide technical support using designated communication channels, including the ticket system at the Admin Site, and by email.

  3. Limitation of Liability: We endeavour to provide you with the best possible support, but Company shall not be liable for any damages, losses, or expenses arising out of or related to the use or inability to use technical support.

User Content

  1. Permission: By submitting User Content to the Services, you represent and warrant that you have the right to upload or transmit such content and that doing so does not violate any third-party rights or applicable law.

  2. Acceptable Use: By processing User Content using our Services, you agree to adhere to the Acceptable Use policy specified in Section 5.4.

  3. Ownership: You and your users retain all copyright, trademark, patent, trade secret, intellectual property, and other proprietary rights for User Content.

  4. License: You grant Company a limited license to use User Content provided by you and your users in order to provide the Services to you, but we claim no ownership rights over those materials. All materials you submit to the Services remain yours.

  5. Right of Refusal: We reserve the right, in our sole discretion, to refuse or remove any content that is available via the Service.

  6. Security & Privacy: We take commercially reasonable steps to safeguard User Content:

    1. User Content in transit to/from Services is secured using TLS.

    2. User Content at rest on Company systems is encrypted.

    3. Company will only process User Content as required to provide you with the Services.

    4. User Content will be held only in your chosen jurisdiction; for example, if you upload User Content to an API endpoint in the USA, that User Content will only be held in the USA.

    5. Company will retain User Content only for as long as is required to provide the Services to you, after which time User Content is permanently deleted. Notwithstanding the foregoing, Company may retain copies of User Content as required to comply with legal obligations, to resolve disputes, to prevent fraud, or to enforce this Agreement.

Confidentiality

  1. Definitions: "Confidential Information" means any non-public information or documents which are released by one party to the other, whether in writing, orally or otherwise.

  2. Usage: Confidential Information must only be used for the purposes for which it was disclosed.

  3. Disclosure: All Confidential Information shall be held in confidence by the receiving party, and the receiving party shall take reasonable care to protect the confidentiality of such information. Disclosure shall be restricted only to those employees/agents with a need to know such information, or if the party is compelled under law.

Cancellation

  1. Customer Cancellation: Customer may cancel an active Subscription at any time, using our Admin Site or by requesting cancellation by email. You shall not receive a credit or refund for any payments that you made prior to termination.

  2. Company Cancellation: Company may cancel an active Subscription with immediate effect by delivering notice of termination to Customer if Customer fails to adhere to this Agreement or in the event of payment delinquency. Except as expressly set out in an applicable Order Form, Company may also terminate a Subscription for convenience, for any reason, by providing Customer with at least thirty (30) days' prior written notice. Upon termination for convenience, Company will refund any prepaid, unused fees attributable to the terminated Subscription on a pro-rata basis.

Intellectual Property Rights

  1. Ownership: All intellectual property rights, including but not limited to patents, copyrights, trademarks, trade secrets, and any other proprietary rights related to the Services provided by Company, shall remain the exclusive property of Company or its licensors.

  2. License to Use: Company grants you a limited, non-exclusive, revocable, non-transferable license to use the Services solely for business purposes and research, subject to these Terms of Service.

  3. User Content: Subject to Section 7 (User Content), you and your users retain all copyright, trademark, patent, trade secret, intellectual property and other proprietary rights for User Content that you upload, submit or transmit through the Services.

  4. Restrictions: You shall not, directly or indirectly, reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, algorithms, or structure of the services or any software provided by Company, except to the extent expressly permitted by applicable law. You shall not remove, alter, or obscure any proprietary rights notice (including copyright and trademark notices) of Company or its licensors.

  5. Feedback: If you provide any feedback, suggestions, or ideas regarding the services ("Feedback"), you hereby grant Company a worldwide, perpetual, irrevocable, sublicensable, and transferable license to use, reproduce, distribute, modify, adapt, publicly perform, and publicly display such Feedback for any purpose without any obligation or compensation to you.

  6. Marketing: You grant Company a worldwide, non-exclusive right to use your company's logos and trademarks ("Customer Logos") for the purpose of marketing and promoting our Services. This may include, but is not limited to, displaying Customer Logos on our website, promotional materials, and other marketing channels:

    1. Revocation: You may revoke this permission at any time by providing Company with written notice. Upon receipt of such notice, Company will cease using Customer Logos for marketing and promotional purposes within a reasonable period of time.

    2. Non-Endorsement: The use of Customer Logos by Company does not imply any endorsement, sponsorship, or affiliation between Company and Customer, unless expressly agreed upon in writing by both parties.

    3. Survival: The provisions of this Marketing section shall survive the termination of these Terms of Service.

  7. Third-Party Intellectual Property: You acknowledge and agree that Company has no responsibility or liability for any third-party intellectual property rights, and you are solely responsible for ensuring that your use of the Services does not infringe upon the rights of any third party.

Warranties and Disclaimers

  1. Limited Warranty: Company warrants that it will provide the Services professionally and with reasonable skill and care in accordance with generally accepted industry standards. This is your sole warranty. This limited warranty is your sole remedy and is subject to the limitations and exclusions set out in this Agreement.

  2. Disclaimer: EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE". TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY AND ITS LICENSORS DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, COMPLETELY SECURE, OR FREE FROM HARMFUL COMPONENTS.

  3. No Scan Result Guarantee: COMPANY DOES NOT WARRANT, GUARANTEE, OR REPRESENT THAT ITS MALWARE OR NSFW SCANNING SERVICES WILL IDENTIFY OR BLOCK ALL MALWARE, UNDESIRABLE CONTENT, OR SECURITY THREATS. CUSTOMER ACKNOWLEDGES THAT NO ANTIVIRUS OR CONTENT-SCANNING SOLUTION DETECTS ALL THREATS, AND THAT FALSE POSITIVES AND FALSE NEGATIVES MAY OCCUR. THE SERVICES ARE INTENDED TO BE USED AS PART OF A BROADER SECURITY AND CONTENT-MODERATION STRATEGY.

Indemnification

  1. Mutual Indemnification: Both parties agree to indemnify and hold harmless each other from any claims, demands, damages, liabilities, costs, and expenses arising out of or related to:

    1. Any violation of these Terms of Service.

    2. Any violation of the rights of another party, including any User of the service.

    3. Any violation of applicable laws, regulations, or third-party rights by either party.

  2. Survival: The provisions of this Indemnification section shall survive the termination of these Terms of Service.

Limitation of Liability

  1. Limitation: To the maximum extent permitted by applicable law, in no event shall Company:

    1. Have liability arising out of or related to this Agreement, whether in contract, tort or under any other theory of liability, that exceeds, in the aggregate, the total fees paid or owed by Customer hereunder during the one (1) month immediately preceding the date of the event giving rise to the claim (this amount is intended as a cumulative cap and not a per-incident cap).

    2. Have any liability to Customer for any lost profits or revenues or any indirect, incidental, consequential, special, exemplary, or punitive damages, howsoever caused, whether, in contract, tort, or under any other conditions of liability.

Miscellaneous

  1. Entire Agreement: This Agreement, together with any applicable Order Form or Data Processing Agreement ("DPA"), constitutes the entire and exclusive understanding between the parties regarding the Services and supersedes all prior or contemporaneous agreements, proposals, or communications, whether written or oral. In the event of a conflict between documents, the order of precedence shall be: (1) the DPA with respect to its subject matter (data protection and privacy), (2) the Order Form, and (3) these Terms of Service.

  2. Assignability: Neither party may assign this Agreement or the rights and obligations thereunder to any third party without the prior express written approval of the other Party which shall not be unreasonably withheld.

  3. Force Majeure: Neither party shall be liable for any failure in performance of the obligation under this Agreement due to cause beyond that party's reasonable control (including and not limited to any pandemic, war, fire, strike, act or order of public authority, and other acts of God) during the pendency of such event.

  4. Modification: Company may modify this Agreement, including any referenced policies, from time to time at its sole discretion. This right to modify does not apply to any separately executed Data Processing Agreement ("DPA") or Order Form, which may only be amended in accordance with their terms. Company will post a notice about such changes on Company's website at https://www.ionxsolutions.com, and may send you a notice by email. Unless the notice states otherwise, changes will take effect upon posting. Your continued use of the Services after the effective date of any changes constitutes your acceptance of the modified Agreement; if you do not agree to the modified Agreement, you must stop using the Services. If a modification materially and adversely affects your rights under an active Subscription, you may terminate your Subscription by providing written notice within thirty (30) days of the modification taking effect. Upon such termination, Company will refund any prepaid, unused fees attributable to the terminated Subscription on a pro-rata basis.

  5. Dispute Resolution: Prior to initiating any formal legal proceedings, the parties shall attempt in good faith to resolve any dispute, claim, or controversy arising out of or relating to this Agreement (a "Dispute") through direct negotiations between designated representatives of each party who have authority to settle the Dispute. Either party may initiate this informal dispute resolution process by providing written notice to the other party. If the parties have not resolved the Dispute within thirty (30) days after such notice, then either party may proceed to formal proceedings in accordance with Section 14.7 (Governing Law and Jurisdiction).

  6. Severability: If any term, clause, or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, all other terms will remain in full force and effect until the termination of the Agreement.

  7. Governing Law and Jurisdiction: These terms and conditions are governed by and will be interpreted in accordance with Scottish Law and the parties submit to the exclusive jurisdiction of the Scottish Courts.

REVISION 1F, 18-Dec-2025