FORTIFIED360
SaaS Terms of Service
These Terms of Service (“Terms”) form a binding agreement (“the Agreement”) between Fortified360, LLC “Fortified360,” “we,” “us,” or “our”) and the individual, company, or other legal entity (“Customer,” “you,” or “your”) that subscribes to, accesses, or uses the Fortified360 platform and related services (collectively, the “Service”). By executing an Order Form, clicking to accept these Terms, or otherwise accessing or using the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of an organization, you represent that you have the authority to bind that organization.
Please read these Terms carefully. If you do not agree, do not access or use the Service.
1. Definitions
“Agreement” means These Terms together with any Order Form and any documents expressly incorporated by reference.
“Authorized User” means Customer’s employees, contractors, or third-party agents whom Customer permits to access the Service under Customer’s account.
“Customer Data” means All data, content, files, and information that Customer or its Authorized Users submit to, generate within, or otherwise make available through the Service.
“Documentation” means the user manuals, administrator guides, technical specifications, and other materials Fortified360 makes generally available describing the Service.
“Order Form” means Any ordering document (including online subscription forms, signed quotes, or purchase orders accepted by Fortified360) that references these Terms and specifies the subscription scope, fees, and term.
“Service” means The Fortified360 managed cybersecurity platform, including the secure workspace, network protection, identity protection, endpoint protection, data protection, vulnerability protection, monitoring, and any related professional or managed services.
“Subscription Fee” means the recurring fees payable by Customer for access to the Service as specified in the applicable Order Form.
“Subscription Term” means the period during which Customer is entitled to access and use the Service, as set forth in the Order Form.
2. The Service
2.1 Description
Fortified360 is an integrated, managed cybersecurity platform delivered as a Software-as-a-Service offering. The Service is designed to provide a hardened, isolated computing environment that protects Customer data, identities, endpoints, and network traffic. The specific capabilities, modules, user counts, and managed services included in Customer’s subscription are set forth in the applicable Order Form.
2.2 Service Modifications
Fortified360 continuously improves the Service and may add, modify, or discontinue features or capabilities at its discretion. We will not make material reductions in core functionality during an active Subscription Term without providing reasonable notice. If a change results in a material decrease in functionality, Customer’s sole remedy is to terminate the affected subscription as set forth in Section 14.
2.3 Trial and Evaluation
If Fortified360 makes the Service (or any portion) available to Customer for evaluation or trial purposes at no charge or reduced fees, such use is provided “as is” for the limited evaluation period agreed by the parties. Fortified360 may terminate any trial at any time. All warranties and indemnities in these Terms are disclaimed with respect to trial or evaluation use.
3. Account Registration and Authorized Users
3.1 Account Setup
To use the Service, Customer must register an account and provide accurate, current, and complete information. Customer is responsible for keeping account information up to date.
3.2 Authorized Users
Customer may permit its Authorized Users to access the Service within the user count and license scope specified in the Order Form. Customer is fully responsible for the acts and omissions of its Authorized Users and for any breach of this Agreement by them. Any act or omission of an Authorized User shall be deemed an act or omission of Customer.
3.3 Account Security
Customer is responsible for safeguarding all credentials used to access the Service and for all activity occurring under its account. Customer must not share credentials with unauthorized parties and must notify Fortified360 promptly of any suspected unauthorized access or security incident. Fortified360 may suspend any account or credential it reasonably believes has been compromised or is being used in violation of these Terms.
4. License Grant and Use Restrictions
4.1 License Grant
Subject to Customer’s compliance with these Terms and payment of all applicable Subscription Fees, Fortified360 grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right during the Subscription Term to access and use the Service and Documentation solely for Customer’s internal business operations and within the scope specified in the Order Form.
4.2 Use Restrictions
Customer will not, and will not permit any Authorized User or third party to:
- Copy, modify, translate, adapt, or create derivative works of the Service or Documentation;
- Reverse engineer, decompile, disassemble, or otherwise attempt to derive source code, algorithms, or underlying ideas from the Service, except to the extent expressly permitted by applicable law;
- Rent, lease, sell, sublicense, resell, distribute, or otherwise transfer the Service to any third party, or make the Service available as a service bureau or on a hosted basis to any party other than Customer’s affiliates and Authorized Users;
- Use the Service to build or assist in building any competitive product or service, or to copy any feature, function, or interface of the Service;
- Remove, alter, or obscure any proprietary notice, trademark, or copyright marking on the Service or Documentation;
- Use the Service to transmit malware, infringing content, or any unlawful material, or to interfere with the integrity or performance of the Service or any third-party systems;
- Probe, scan, or test the vulnerability of the Service except as expressly authorized under Section 8.2 (Security Audits);
- Bypass or circumvent any technical access controls, usage limits, or security measures of the Service;
- Publish or disclose to any third party any benchmark, performance, or comparative test results regarding the Service without Fortified360’s prior written consent; or
- Use the Service in violation of any applicable law, regulation, or third-party right.
4.3 Deployment Scope
Customer must deploy and use Service licenses only within the environment and for the use case specified in the Order Form. Any deployment beyond the contracted scope (for example, exceeding the licensed number of users or endpoints) will entitle Fortified360 to charge Customer for the excess usage at Fortified360’s then-current rates.
4.4 Reservation of Rights
Fortified360 reserves all rights not expressly granted in these Terms. No implied licenses are granted. Customer’s rights to use the Service are limited to those expressly set forth in this Agreement.
5. Subscription, Fees, and Payment
5.1 Subscription Fees
Customer will pay the Subscription Fees and any other charges specified in the applicable Order Form. Unless otherwise stated in the Order Form, fees are quoted and payable in U.S. dollars and are non-refundable except as expressly provided in these Terms.
5.2 Invoicing and Payment Terms
Fortified360 will invoice Customer in accordance with the Order Form. Unless otherwise specified, invoices are due net thirty (30) days from the invoice date. Late payments will accrue interest at the lesser of 1.5% per month or the highest rate permitted by applicable law, and Customer will be responsible for reasonable collection costs (including attorneys’ fees).
5.3 Suspension for Non-Payment
If Customer fails to pay any undisputed amount within ten (10) days after receiving written notice that payment is past due, Fortified360 may suspend access to the Service until payment is received in full, without prejudice to any other rights or remedies.
5.4 Additional Licenses and True-Up
Customer may request additional licenses or expanded scope during a Subscription Term; Fortified360 will provide a quote for such additions. Customer may not decrease licensed quantities or scope during an active Subscription Term. Fortified360 reserves the right to perform periodic true-up reconciliations and to invoice for usage exceeding the contracted scope.
5.5 Auto-Renewal
Unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current Subscription Term, the subscription will automatically renew for successive terms of equal length at Fortified360’s then-current pricing.
5.6 Taxes
All fees are exclusive of taxes. Customer is responsible for all applicable sales, use, value-added, withholding, and similar taxes, excluding taxes based on Fortified360’s net income.
6. Customer Data, Privacy, and Confidentiality
6.1 Ownership of Customer Data
As between the parties, Customer retains all right, title, and interest in and to Customer Data. Customer grants Fortified360 a limited, non-exclusive, worldwide license to access, store, process, transmit, and display Customer Data solely as necessary to provide and support the Service and to perform Fortified360’s obligations under this Agreement.
6.2 Customer Responsibilities
Customer represents and warrants that it has obtained all rights, consents, and authorizations necessary to provide Customer Data to Fortified360 for processing under this Agreement, and that Customer Data and its use of the Service comply with all applicable laws (including data protection and privacy laws).
6.3 Personal Data and Privacy
Fortified360’s collection and use of personal data is governed by the Fortified360 Privacy Policy, which is incorporated by reference. To the extent the parties’ processing of personal data is subject to applicable data protection laws (such as the GDPR or CCPA), the parties will enter into a Data Processing Addendum, which will govern such processing.
6.4 Aggregated and Anonymized Data
Fortified360 may collect and use technical, operational, and usage data generated through Customer’s use of the Service in aggregated and anonymized form (i.e., data that does not identify Customer, any Authorized User, or any individual) to operate, improve, secure, and analyze the Service. Fortified360 owns all such aggregated and anonymized data.
6.5 Confidentiality
Each party (as “Receiving Party”) agrees to protect the Confidential Information of the other party (as “Disclosing Party”) using the same degree of care it uses to protect its own confidential information of like importance, and in no event less than a reasonable standard of care. “Confidential Information” means any non-public information disclosed by one party to the other that is identified as confidential or that a reasonable person would understand to be confidential, including pricing, product roadmaps, security documentation, and Customer Data. The Receiving Party will not use Confidential Information except to perform its obligations or exercise its rights under this Agreement and will limit access to those of its personnel who have a need to know and who are bound by confidentiality obligations no less protective than those in this Section. Confidential Information does not include information that is or becomes publicly known through no fault of the Receiving Party, was rightfully in the Receiving Party’s possession before disclosure, is independently developed without use of the Confidential Information, or is rightfully received from a third party without restriction.
6.6 Return or Deletion of Data
Upon termination or expiration of this Agreement, Customer may request export of Customer Data in a commercially reasonable format within thirty (30) days. Thereafter, Fortified360 will delete or anonymize Customer Data from its production systems in accordance with its data retention policies, except where retention is required by applicable law.
7. Security
7.1 Fortified360 Security Program
Fortified360 maintains an information security program designed to protect the confidentiality, integrity, and availability of the Service and Customer Data, including administrative, technical, and physical safeguards consistent with industry-recognized standards. Information about Fortified360’s compliance posture (including SOC 2 and CMMC alignment, where applicable) is available upon written request, subject to confidentiality terms.
7.2 Customer Security Audits
Customer may, no more than once per twelve (12)-month period and with reasonable prior written notice, request access to Fortified360’s then-current security documentation, compliance reports, and vulnerability assessment summaries, solely for the purpose of evaluating the security of the Service. All audit materials are Confidential Information of Fortified360. Any active penetration testing or vulnerability scanning against the Service requires Fortified360’s prior written approval and must be coordinated through Fortified360’s security team.
7.3 Responsible Disclosure
Customer agrees to disclose any suspected security vulnerabilities in the Service to Fortified360 promptly and confidentially in accordance with Fortified360’s responsible disclosure procedures and will not publicly disclose any such vulnerability until Fortified360 has had a reasonable opportunity to investigate and remediate.
8. Support and Service Availability
8.1 Support
Fortified360 will provide the support services specified in the applicable Order Form, which may include access to a support portal, monitoring, and a 24×7 security operations capability. Customer is responsible for submitting support requests through the designated channels and for providing the information reasonably necessary for Fortified360 to investigate and resolve issues.
8.2 Maintenance and Updates
Fortified360 will operate, maintain, and sustain the Service, including applying security patches, updates, and upgrades as Fortified360 deems necessary. Major upgrades or changes that require scheduled maintenance windows will be coordinated with Customer where reasonably practicable.
8.3 Service Availability
Fortified360 will use commercially reasonable efforts to make the Service available consistent with any service level commitments specified in the Order Form. Fortified360 does not warrant or guarantee that the Service will be uninterrupted, error-free, or completely secure. Availability may be affected by Customer’s environment, internet connectivity, third-party providers, scheduled maintenance, and force majeure events.
8.4 Outage Reporting
Fortified360 will provide outage notifications and estimated restoration times for material service disruptions, including those caused by underlying hosting environments.
9. Intellectual Property
9.1 Fortified360 IP
The Service, Documentation, and all related software, content, designs, trademarks, trade secrets, know-how, and other intellectual property, together with all improvements, derivatives, and enhancements thereof, are and will remain the sole and exclusive property of Fortified360 and its licensors. Customer receives only the limited rights expressly set forth in this Agreement.
9.2 Feedback
Any suggestions, ideas, enhancement requests, feedback, or recommendations Customer provides regarding the Service (“Feedback”) are provided voluntarily and become the exclusive property of Fortified360. Customer hereby assigns to Fortified360 all right, title, and interest in and to such Feedback, and Fortified360 may use or incorporate Feedback without obligation or compensation to Customer.
9.3 Third-Party Components
The Service may incorporate third-party software or components, including open-source components, which are licensed under their own terms. Such third-party terms will govern Customer’s use of those components to the extent they conflict with these Terms. Customer is responsible for complying with any third-party licenses for software Customer integrates or brings to the Service.
10. Warranties and Disclaimers
10.1 Limited Warranty
Fortified360 warrants that, for a period of ninety (90) days following initial delivery of the Service, the Service will substantially conform to the Documentation, provided that the Service has been used and administered in accordance with the Documentation and has not been modified by anyone other than Fortified360 or its authorized representatives. Customer’s sole and exclusive remedy, and Fortified360’s entire liability, for any breach of this warranty will be, at Fortified360’s option, to (a) correct the non-conformity, (b) replace the affected portion of the Service, or (c) terminate the affected subscription and refund a pro-rata portion of any pre-paid fees attributable to the non-conforming portion of the Service.
10.2 Disclaimer
EXCEPT FOR THE EXPRESS WARRANTY IN SECTION 10.1, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” AND FORTIFIED360 AND ITS LICENSORS DISCLAIM ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. FORTIFIED360 DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT IT WILL PREVENT ALL SECURITY INCIDENTS, DATA LOSS, OR UNAUTHORIZED ACCESS. CUSTOMER ACKNOWLEDGES THAT CYBERSECURITY IS AN EVOLVING DISCIPLINE AND THAT NO SECURITY PRODUCT OR SERVICE CAN GUARANTEE COMPLETE PROTECTION AGAINST ALL THREATS.
11. Indemnification
11.1 Fortified360 Indemnification
Fortified360 will defend Customer against any third-party claim alleging that Customer’s authorized use of the Service infringes a valid patent, copyright, trademark, or trade secret of such third party, and will indemnify Customer for damages and costs finally awarded by a court of competent jurisdiction or agreed to in settlement, provided that Customer: (a) promptly notifies Fortified360 in writing of the claim; (b) gives Fortified360 sole control of the defense and any settlement negotiations; and (c) provides reasonable cooperation at Fortified360’s expense. If the Service becomes, or in Fortified360’s opinion is likely to become, the subject of an infringement claim, Fortified360 may, at its option and expense: (i) procure for Customer the right to continue using the Service; (ii) modify or replace the Service to be non-infringing while preserving substantially equivalent functionality; or (iii) terminate the affected subscription and refund any pre-paid fees for the unused portion of the Subscription Term.
11.2 Exclusions
Fortified360 has no obligation under Section 11.1 for any claim arising from: (a) modifications to the Service not made by Fortified360; (b) combination of the Service with any product, data, or process not provided or authorized by Fortified360; (c) Customer’s use of the Service after notice that continued use would result in infringement; (d) Customer Data; (e) free, trial, or evaluation use; or (f) Customer’s violation of these Terms or applicable law. This Section 11 states Fortified360’s entire liability and Customer’s exclusive remedy for infringement claims.
11.3 Customer Indemnification
Customer will defend, indemnify, and hold harmless Fortified360, its affiliates, and their respective officers, directors, employees, and agents from any third-party claim arising out of or related to: (a) Customer Data or Customer’s use of the Service in violation of this Agreement or applicable law; (b) Customer’s breach of any representation, warranty, or obligation under this Agreement; or (c) the acts or omissions of any Authorized User.
12. Limitation of Liability
12.1 Exclusion of Indirect Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY (OR FORTIFIED360’S LICENSORS) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, LOSS OF DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO THIS AGREEMENT, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
12.2 Liability Cap
EXCEPT FOR (A) CUSTOMER’S PAYMENT OBLIGATIONS, (B) EITHER PARTY’S INDEMNIFICATION OBLIGATIONS, OR (C) BREACHES OF CONFIDENTIALITY OR INTELLECTUAL PROPERTY RIGHTS, EACH PARTY’S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO FORTIFIED360 FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
12.3 Claim Period
No claim arising out of or related to this Agreement may be brought by either party more than twelve (12) months after the cause of action arose.
12.4 Allocation of Risk
The parties acknowledge that the limitations of liability and disclaimers in this Agreement reflect an agreed allocation of risk between the parties and are essential to the basis of the bargain.
13. Term and Termination
13.1 Term
This Agreement begins on the Effective Date and continues for the Subscription Term specified in the Order Form, unless terminated earlier in accordance with these Terms. Renewals are governed by Section 5.5.
13.2 Termination for Cause
Either party may terminate this Agreement immediately upon written notice if the other party: (a) materially breaches this Agreement and fails to cure such breach within thirty (30) days after receiving written notice (ten (10) days for non-payment); or (b) becomes insolvent, makes an assignment for the benefit of creditors, or is subject to a bankruptcy or similar proceeding.
13.3 Effect of Termination
Upon any termination or expiration: (a) all rights and licenses granted to Customer will immediately cease; (b) Customer will discontinue all use of the Service; (c) each party will return or destroy the Confidential Information of the other party in its possession (subject to legal retention obligations and Section 6.6); and (d) Customer will pay all undisputed amounts accrued prior to the termination date. Sections that by their nature should survive termination (including provisions on intellectual property, confidentiality, indemnification, limitation of liability, and general provisions) will so survive.
14. Compliance with Laws and Export Controls
14.1 General Compliance
Each party will comply with all laws and regulations applicable to its performance under this Agreement.
14.2 Export Control
The Service is of U.S. origin and may be subject to U.S. export control and economic sanctions laws and regulations, including the Export Administration Regulations and the regulations of the U.S. Department of the Treasury’s Office of Foreign Assets Control. Customer represents and warrants that: (a) Customer is not located in, ordinarily resident in, or organized under the laws of, any country or territory subject to comprehensive U.S. economic sanctions (including, as of the Effective Date, Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine); (b) Customer is not, and is not acting on behalf of, any person on the U.S. Treasury Department’s Specially Designated Nationals and Blocked Persons List, the U.S. Commerce Department’s Denied Persons or Entity Lists, or any similar list; and (c) Customer will not use the Service for any purpose prohibited by applicable export or sanctions laws, including any nuclear, chemical, or biological weapons or missile development.
14.3 U.S. Government End Users
The Service and Documentation are “commercial computer software” and “commercial computer software documentation” as those terms are used in FAR 12.212 and DFARS 227.7202. Any use, modification, reproduction, or disclosure by or on behalf of the U.S. Government is subject solely to the terms of this Agreement.
15. General Provisions
15.1 Governing Law and Venue
This Agreement is governed by the laws of the State of Texas, United States, without regard to its conflict-of-laws rules. The state and federal courts located in Texas will have exclusive jurisdiction over any dispute arising out of or related to this Agreement, and each party consents to such jurisdiction and venue.
15.2 Assignment
Customer may not assign this Agreement, in whole or in part, without Fortified360’s prior written consent (not to be unreasonably withheld), except that either party may assign this Agreement to a successor in connection with a merger, acquisition, reorganization, or sale of substantially all of its assets, provided the successor is not a competitor of the other party. Any prohibited assignment is void.
15.3 Subcontractors
Fortified360 may use qualified subcontractors to perform any of its obligations under this Agreement, provided that Fortified360 remains responsible for the performance of those obligations.
15.4 Force Majeure
Neither party will be liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, war, terrorism, civil unrest, labor disputes, government action, internet outages, or denial-of-service or other cyber attacks affecting third-party infrastructure.
15.5 Notices
Notices under this Agreement must be in writing and sent to the addresses specified in the Order Form (or, if none, to the contact address each party has on file). Notices are deemed given when delivered by hand, by recognized overnight courier, or by certified mail (return receipt requested), or when sent by email to a designated legal contact with confirmation of receipt.
15.6 Independent Contractors
The parties are independent contractors. This Agreement does not create any partnership, joint venture, agency, or employment relationship between the parties.
15.7 No Waiver
A party’s failure to enforce any provision is not a waiver of that provision or of the right to enforce it later. Any waiver must be in writing and signed by the waiving party.
15.8 Severability
If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions will continue in full force and effect, and the invalid provision will be modified to the minimum extent necessary to make it enforceable while preserving the parties’ original intent.
15.9 Order of Precedence
In the event of any conflict between these Terms and an Order Form, these Terms will control unless the Order Form expressly references the section of these Terms being modified and is signed by an authorized representative of both parties. Pre-printed terms on Customer purchase orders or similar documents are of no force or effect.
15.10 Amendments
Fortified360 may update these Terms from time to time. Material changes will be communicated by email to Customer’s designated contact or posted on the Fortified360 website at least thirty (30) days before they take effect. Customer’s continued use of the Service after the effective date of a change constitutes acceptance of the updated Terms. Customer’s existing Order Forms will continue to be governed by the version of these Terms in effect at the time the Order Form was signed, except for changes required by law.
15.11 Entire Agreement
This Agreement, together with any Order Forms and documents expressly incorporated by reference, constitutes the entire agreement between the parties regarding the Service and supersedes all prior or contemporaneous communications, representations, or agreements, whether oral or written.
16. Contact Information
For legal notices, contractual correspondence, or questions about these Terms, please contact:
Fortified360 — Legal
Attention: Legal / Contracts
Email: info@fortified360.net
General Inquiries: info@fortified360.net
Website: https://fortified360.net
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