Terms of Service

These Terms of Service ("Terms") govern access to and use of the websites, applications, products, services, and related software offered by VaultXchange LLC ("VaultXchange," "we," "us," or "our"), including the marketing website located at vaultxchange.io, the platform located at vaultxchange.app, the VaultXchange store dashboard, the VaultXchange Collector app, and our iOS and Android apps (collectively, the "Service").

By accessing or using the Service, creating an account, checking a box to accept these Terms, or otherwise indicating assent, you agree to be bound by these Terms and by our Privacy Policy. If you accept on behalf of a business, "you" means both you and that business, and you confirm you have authority to bind it. If you do not agree, do not use the Service.

SECTION 26 CONTAINS A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT AFFECT HOW DISPUTES ARE RESOLVED. PLEASE READ IT CAREFULLY.

1. Who Can Use the Service

1.1 Business Accounts

Store, Vendor, Shop, and Event Promoter accounts (each a "Business Account") are intended solely for businesses, including trading card shops, collectibles stores, independent vendors, and card show organizers, and for their authorized owners, managers, employees, and agents ("Staff"). If you create or use a Business Account, you represent and warrant that:

• you are at least 18 years old;
• you have authority to bind the business on whose behalf you use the Service;
• you will use the Service only for lawful business purposes; and
• all information you submit is accurate, current, and complete.

Business Accounts are not offered to consumers acting in a personal, family, or household capacity.

1.2 Collector Accounts

A Collector account is a free, individual account for people who want to track, buy, sell, and trade their own cards. Optional paid features are described in Section 6.7. If you create or use a Collector account, you represent and warrant that:

• you are at least 13 years old, and if you are under 18, a parent or legal guardian has reviewed and agreed to these Terms on your behalf and supervises your use of the Service;
• you are using the Collector account for your own personal collecting and not to operate a business; and
• all information you submit is accurate, current, and complete.

A parent or guardian who permits a minor to use the Service is responsible for that minor's use, including any purchases. Everything else in these Terms applies to Collector accounts unless a section says otherwise.

1.3 Location

The Service is offered for use in the United States. You may not use the Service if you are located in, or are a resident of, a country or region subject to U.S. embargo, or if you are on any U.S. government list of prohibited or restricted parties.

2. Accounts; Security

You are responsible for all activity that occurs under your account and for keeping your credentials confidential. You will:

• use strong passwords and keep them confidential;
• restrict account access to authorized users only, and not share logins between people;
• immediately notify us of any suspected unauthorized access, breach, or misuse; and
• if you manage a Business Account, ensure that every Staff member and every user you add complies with these Terms.

We may require you to verify your email address or phone number, and we may rely on actions taken through your account as authorized by you. We may limit login attempts, lock accounts after repeated failed logins, and take other measures to protect accounts.

3. The Service

VaultXchange provides software tools for the trading card and collectibles community, which may include:

• trade-in intake, buy offers, and store-credit tracking;
• point-of-sale, inventory, purchase order, and pricing tools;
• market pricing, card identification, certification lookup, and population reference tools;
• public storefronts, a card shop locator, and a vendor network;
• employee scheduling, time-off, task, and documentation tools;
• events, promoter events, vendor applications, tournaments, and giveaways;
• collection tracking, wishlists, set tracking, decks, and Centering Analysis for Collectors;
• Sell Your Cards submissions and XChange trading between users;
• messaging, community channels, broadcasts, and notifications;
• AI-assisted insights and document tools; and
• reporting, analytics, and related administrative tools.

Not every feature is available on every plan, platform, or account, and some features are rolled out individually. We may add, change, limit, or remove features at any time.

3.1 Operational Software Only

The Service is an operational software tool. VaultXchange is not a bank, money transmitter, payment institution, escrow agent, broker, dealer, auctioneer, marketplace operator of record, fiduciary, custodian, appraiser, or grading service, and does not take possession of, inspect, authenticate, or guarantee any card, product, or payment.

3.2 Trials, Beta Features, and Experimental Tools

We may offer trials, pilots, beta, early-access, or experimental features. They are provided as-is and as available, without warranties, may be less reliable or produce inaccurate results, and may change or be discontinued at any time. You use them at your own risk.

4. Business Accounts

4.1 Store Credit

Store credit tracked in the Service is an internal accounting ledger feature maintained on behalf of the business that issues it. It is the issuing business's own obligation to its customer. It is not currency, not a deposit account, not a stored-value or financial product, has no cash value through VaultXchange, cannot be redeemed with VaultXchange or any other business, and is not insured by any governmental or private insurer. VaultXchange does not issue store credit and does not guarantee the value, validity, legality, or enforceability of any balance.

You are solely responsible for:

• setting, honoring, modifying, redeeming, and enforcing your own store-credit, loyalty, and bonus policies;
• ensuring that balances are accurate and lawfully administered, including under any gift card, unclaimed property, or escheat law; and
• resolving disputes with your customers about trade-ins, redemptions, adjustments, or similar matters.

4.2 Trade-Ins, Buy Offers, and Pricing Decisions

The Service may suggest values, buy rates, quotes, repricing, or guidance such as a suggestion to pass on an item. All of these are informational aids. You alone decide what to offer, pay, charge, accept, or decline, and you are solely responsible for every trade-in, purchase, sale, and price you set, including any compliance with secondhand dealer, pawn, recordkeeping, or identification laws that apply to your business.

4.3 Point of Sale and In-Person Card Payments

Where enabled for your account, the Service lets you accept in-person card payments through our point-of-sale integration with Square, using your own Square merchant account. You are the merchant of record for those charges. Your use of Square is governed by your agreement with Square, and Square, not VaultXchange, processes card data. VaultXchange never receives or stores your customers' full card number, expiration date, or security code. Square may send receipts and other communications to your customers directly.

You are solely responsible for your sales, refunds, and returns policies; for calculating, collecting, reporting, and remitting all sales, use, and other taxes on your transactions; for cash handling and till records; and for any disputes, chargebacks, or reversals on payments you accept. Tax rates and calculations shown in the Service are for convenience only and are not tax advice.

4.4 Customer Records and Fraud Signals

You may create and maintain records about your own customers, including contact details, notes, flags, balances, and transaction history. The Service may also create or update a customer record at your business automatically when a Collector completes a Sell Your Cards submission or an in-store XChange trade with you, and may link your customer records to a Collector account that has a verified matching phone number or email address so that Collector can see their balance and history with you.

The Service may show automated fraud or risk signals, such as duplicate certification numbers or unusual activity. These signals are informational, may be wrong, and are not a determination about any person. You must not use them as the sole basis for a decision that has legal or similarly significant effects on someone, and you remain responsible for how you treat your customers.

4.5 Employee Management Tools

The Service's employee features (scheduling, shift reminders, time-off requests, tasks, and discipline or incident documentation) are workforce-organization tools. They are not a timekeeping, payroll, wage-calculation, benefits, leave-administration, or tax system. Scheduled-hours totals reflect what was scheduled, not verified hours worked. You are solely responsible for tracking actual hours worked, paying wages and taxes, complying with employment, leave, and anti-discrimination laws, and for the content of any record you create about an employee. Do not enter medical diagnoses, health details, or other sensitive personal information about employees beyond what the feature requires.

4.6 Public Storefronts, Shop Locator, and Vendor Network

If you turn on a public storefront, the information you choose to publish (such as your business name, logo, description, inventory, listing prices, buy rates, events, ratings, and trade statistics) may be viewed by anyone, including people who are not logged in. If you opt into the card shop locator, your address and hours may be shown publicly. If you join the vendor network, your active stock may be matched and shown to other participating businesses. You are responsible for the accuracy of everything you publish, including prices and availability.

4.7 Community Channels

Business Accounts may be placed in regional community channels with other businesses near the business address on file, generally within about 200 miles. Messages you post there are visible to other participating businesses along with your business name and city and state. Messages may be automatically screened and blocked under Section 15.

4.8 Broadcasts to Collectors

Some plans let you submit broadcast messages for delivery to Collectors connected to or following your business. All broadcasts are subject to our review and approval. We may edit for length or formatting, delay, decline, or remove any broadcast in our discretion, and we are not obligated to send any broadcast. You are solely responsible for the content of your broadcasts and for any offer, promotion, or claim they contain.

4.9 Documents You Upload

If you upload invoices, purchase orders, or other documents, the Service may extract information from them automatically, including through AI-assisted processing described in Section 9. You must review all extracted information before relying on it. You represent that you have the right to upload each document.

5. Event Promoters, Vendors, and Tournaments

5.1 Promoter Events and Vendor Applications

An Event Promoter may host events and accept applications from vendors, including vendors who do not have a VaultXchange account. The decision to approve, waitlist, reject, block, or flag a vendor is made solely by the Promoter, in the Promoter's sole discretion. VaultXchange does not review, approve, or mediate these decisions and is not a party to any agreement between a Promoter and a vendor. Any event-specific rules a Promoter posts are between the Promoter and its vendors and attendees. Promoters are solely responsible for their events, venues, permits, insurance, safety, and attendee and vendor conduct.

5.2 Table-Fee Payments

Where a Promoter has enabled in-app payments, a vendor's table-fee payment is processed by our third-party payment processor as a direct charge to the Promoter's own connected merchant account. The Promoter is the merchant of record. VaultXchange is not a party to the payment, does not hold or route the funds, and charges no platform fee on it (the processor's standard processing fees still apply). By saving a payment method when applying, a vendor authorizes the Promoter, through our processor, to charge that payment method for the posted table fee if and when the application is approved. Refunds, cancellations, chargebacks, and disputes are solely between the vendor and the Promoter, and each Promoter is responsible for its own taxes and for complying with the processor's terms for connected accounts.

5.3 Tournaments

Businesses may run tournaments through the Service. The host business is solely responsible for tournament rules, eligibility, entry fees, prizes, judging, and results. Once a host publishes a tournament, participant display names, decks submitted for that event, standings, and results may be visible to other users and on public results and display pages.

6. Collector Accounts

6.1 Collection Tools and Visibility

Collectors can track cards, wishlists, lists, sets, decks, and portfolio values. Your collection and lists are private by default. If you choose to make them visible to friends or to other users, or share a binder by link, the information you share can be seen by those people, and anyone who has a binder link can view that binder without logging in. Portfolio values, price alerts, and set progress are estimates based on third-party data under Section 8.

6.2 Store Links

When you verify a phone number or email address, the Service may link your Collector account to customer records that a business keeps under the same phone number or email, so you can see your balance and history with that business and receive its updates. The business, not VaultXchange, is responsible for the accuracy of those records. If you believe a record is wrong, contact the business.

6.3 Sell Your Cards

When you submit cards to a business through Sell Your Cards, you are offering to sell them at the quoted price, subject to the business's physical inspection. The business may revise or decline the offer after inspection, and you may accept or decline a revised offer. Submissions may expire if the cards are not brought in within the time shown. VaultXchange does not set the price, is not a party to the sale, and does not handle payment. The transaction is solely between you and the business, and the business will receive the information needed to complete it, including your name and contact details.

6.4 XChange

XChange lets Collectors and businesses arrange trades with each other. Any cash adjustment shown in XChange is recorded for reference only and is paid, if at all, outside the Service. VaultXchange is not a party to any XChange trade and does not inspect, authenticate, grade, ship, or guarantee the condition, authenticity, or value of any card, or the performance of any party. Ratings left after a trade reflect the opinions of the users who leave them.

6.5 Friends, Messaging, Reports, and Blocking

Collectors can add friends, follow other users and shops, send direct and group messages, report content or users, and block other Collectors. Blocking stops future direct messages but does not remove existing history, shared groups, trades, or reviews. We may review reports and take any action we consider appropriate under Section 15.

6.6 Card Scanning and Centering Analysis

Card scanning sends a photo of a card to card identification and pricing providers to identify it and return pricing. Results may be wrong, and you must confirm them. Centering Analysis measures a card's centering from a photo you take and compares the result to centering tolerances published by professional grading companies such as PSA, Beckett (BGS), and CGC, for informational reference only. Centering Analysis is not a grade, does not evaluate corners, edges, surface, authenticity, alteration, or any other grading factor, and does not predict or guarantee any grade from any grading service. VaultXchange is not affiliated with, endorsed by, or sponsored by any grading company.

6.7 VaultXchange+

VaultXchange+ is an optional paid subscription that unlocks additional Collector features, as described in the app at the time of purchase. It is purchased, billed, and renewed through the Apple App Store or Google Play under their terms, with support from our subscription-billing provider. It renews automatically until you cancel through your Apple or Google account settings. Refund requests are handled by Apple or Google under their policies, not by VaultXchange. Deleting your Collector account does not cancel an active VaultXchange+ subscription; cancel it with Apple or Google first. We may change VaultXchange+ features and pricing prospectively.

7. Transactions Between Users

Many features help users find each other and record transactions, including trade-ins, Sell Your Cards, XChange, storefronts, the vendor network, promoter events, tournaments, and payment links to third-party payment apps. In every case, the transaction is solely between the users involved. VaultXchange is not a party to it, does not guarantee any user's identity, conduct, payment, or performance, and is not responsible for the quality, safety, legality, condition, authenticity, or delivery of any item. You release VaultXchange from all claims, demands, and damages of every kind arising out of or connected with any dispute between users, to the fullest extent permitted by law. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

8. Third-Party Pricing, Grading, and Data Sources

The Service may display, retrieve, compare, or reference pricing, market values, card identification results, grading and population information, certification data, catalog data, shipping data, or similar information from third-party sources.

8.1 No Guarantee of Accuracy

You acknowledge and agree that:

• third-party data may be incomplete, stale, inaccurate, delayed, unavailable, or wrong;
• pricing and market values can change rapidly;
• provider errors and outages may occur; and
• results returned by the Service are provided for convenience only.

8.2 Mandatory Manual Verification

You are solely responsible for independently reviewing and verifying all pricing, values, card identifications, grades, certifications, and related decisions before relying on them, and you must do so before offering, accepting, or recording any trade-in, sale, purchase, redemption, or other transaction. VaultXchange has no responsibility or liability for pricing errors, inaccurate, omitted, or delayed data, malformed provider responses, downtime or interruptions from any third-party source, or losses arising from reliance on third-party data.

9. AI-Assisted Features

Some features use artificial intelligence, including insights about reports, shows, trades, collections, and decks, and extraction of information from documents you upload. AI output is generated automatically, may be inaccurate, incomplete, or inappropriate, and is not reviewed by a person before you see it. It is not professional advice and is not a statement by VaultXchange. You are responsible for reviewing AI output and for any decision you make with it. Information you submit to these features is processed by our AI service providers as described in our Privacy Policy. Usage limits may apply.

10. No Professional Advice

The Service is provided for informational and operational purposes only. Nothing in the Service is an appraisal, a warranty of value or resale value, a grade or certification opinion, or tax, accounting, legal, employment, financial, investment, or regulatory advice. You are solely responsible for obtaining any professional advice you need.

11. Fees; Billing; Renewal; Taxes

11.1 Subscriptions

If you choose a paid plan, you agree to pay all fees for that plan, plus applicable taxes, at the prices and on the billing terms presented when you purchase. Unless otherwise stated at purchase:

• subscriptions renew automatically at the end of each billing period at the then-current price until canceled;
• you may cancel at any time, and cancellation takes effect at the end of the current billing period;
• fees are non-cancelable and non-refundable, including for partial periods, unused time, unused features, and annual plans, except where required by law or where we expressly agree otherwise in writing;
• prices are exclusive of taxes, and you are responsible for all applicable sales, use, and similar taxes, which we may calculate and collect;
• we may change pricing prospectively with notice; and
• if a payment fails or is overdue, we may suspend or deactivate your account until it is resolved, and you remain responsible for all amounts incurred.

11.2 Payment Processing

Subscription and other fees owed to VaultXchange are processed by our third-party payment and billing processor, not by VaultXchange directly. You authorize us and our processor to charge your designated payment method for recurring fees, taxes, and other amounts due. The processor's terms govern its services, the processor may send you receipts and billing notices directly, and we are not responsible for processor outages, declines, errors, or holds. You will keep your payment information accurate and promptly resolve failed payments.

11.3 Founding Member Pricing

From time to time we offer discounted Founding Member pricing to the first businesses that sign up for a given plan, currently limited to the first 20 Vendor accounts and, separately, the first 20 Shop accounts. These are independent limits with no shared pool. Where offered:

• Founding Member pricing is available only on the plans and billing cycles we offer it on at signup;
• you keep your Founding Member price for as long as your account remains continuously subscribed to the same Founding plan, subject to our right to change taxes and to add-on pricing, which is billed separately;
• changing between monthly and yearly billing, or adding or removing the Event Promoter add-on, does not by itself end Founding Member pricing;
• Founding Member pricing ends permanently if you leave the Founding plan for any reason, including cancellation, non-payment or lapse, switching between Vendor and Shop, or moving to the Scaling plan or any other billing model once that move takes effect, and it is not restored if you later return to the plan; any later subscription is at our then-current standard price; and
• a Founding Member slot, once claimed, is used permanently and is not returned or transferred when an account leaves the plan.

Slot availability is determined at the time you sign up, not by anything shown on our marketing website. Display of an offer or a slot count does not guarantee that a slot is available to you. We may modify, limit, or discontinue any Founding Member offer for new signups at any time.

11.4 Scaling Plan

As an alternative to a flat subscription fee, an eligible Shop may request our Scaling plan. The Scaling plan is available only on request and with our approval, is not self-service, and replaces the flat Shop subscription fee for as long as it is in effect (you will not be charged both for the same period). Under the Scaling plan:

• VaultXchange charges a fee equal to 2% of the pre-tax merchandise amount of each in-person card payment you process through the Service's point-of-sale integration with Square, with no monthly minimum;
• the fee is deducted automatically by Square from each payment at settlement, and you authorize that deduction;
• the fee does not apply to cash, store credit, third-party payment apps, trade-ins, XChange trades, or Sell Your Cards transactions;
• Square's own processing fees are separate and are charged by Square under your agreement with Square;
• we are not obligated to return a Scaling fee on a payment that you later refund, reverse, or lose to a chargeback; and
• you may not route card payments outside the integration, or misreport merchandise amounts, to avoid the fee, and doing so is a breach of these Terms.

We may decline, end, or change eligibility for the Scaling plan, or change its rate prospectively with notice. Moving between a flat-fee plan and the Scaling plan is handled by request.

11.5 Event Promoter Plan and Add-On

Event Promoter features may be offered as a standalone plan or as an add-on to an eligible Business Account, at the prices presented at purchase. An add-on is billed as a separate item and follows the same renewal, cancellation, and refund terms as Section 11.1.

11.6 Additional Broadcasts

Where your plan includes a monthly broadcast allowance, additional broadcasts may be purchased for the one-time fee shown at purchase. Purchasing a broadcast does not guarantee its approval or delivery under Section 4.8.

11.7 Promotions, Trials, and Waivers

Promo codes, trials, discounts, and credits are subject to the terms shown when they are offered, have no cash value, may not be combined unless we say so, and may be revoked for misuse. Unless canceled before the trial ends, a trial converts to a paid subscription at the price shown. We may, in our discretion, waive, discount, pause, or extend fees for any account or period, and doing so does not obligate us to do the same for any other account or period.

11.8 Chargebacks

If you initiate a chargeback or payment dispute for fees owed to VaultXchange:

• we may suspend or terminate your account;
• you remain liable for the disputed amount, associated fees, and our reasonable costs of dispute resolution, to the extent permitted by law; and
• we may submit account records, logs, and other evidence to the processor or financial institution.

12. Affiliate and Referral Programs

Participation in any VaultXchange affiliate, creator, or referral program is by application or invitation, is subject to our approval and to any program terms presented when you join, and may be ended by us at any time. Referral codes entered by Collectors are used for attribution only unless a discount is stated. Commissions and bonuses are earned only as stated in your program terms, are not guaranteed, and may be reduced, withheld, or reversed for fraud, self-referral, abuse, refunds, chargebacks, or violation of these Terms. Payouts are made through our payment processor and require you to complete its onboarding. You are solely responsible for taxes on amounts you receive, and we may request tax information and issue tax forms where required. You may not make false, misleading, or unauthorized claims about VaultXchange, and you must disclose your relationship with VaultXchange as required by law, including the Federal Trade Commission's endorsement rules.

13. Giveaways and Prizes

Platform giveaways run by VaultXchange are governed by the official rules shown in the Service for each giveaway, which control if they conflict with these Terms. No purchase or subscription is necessary to enter or win, and a purchase or subscription does not increase your chances of winning. Eligibility, entry methods, odds, selection, and prize details are as stated in those rules. Winners are notified through the Service and may be asked for information needed to fulfill a prize, such as a shipping address, and may be required to confirm eligibility. A prize may be forfeited if a winner does not respond within the stated time or is ineligible.

Giveaways run by a Promoter or other business are sponsored solely by that business, which is responsible for their rules, eligibility, legality, and prize fulfillment. VaultXchange is not a party to them.

Winners are solely responsible for all taxes on prizes. The sponsor may request tax information, such as a Form W-9, and issue tax forms where required. Entries that violate these Terms or the official rules may be disqualified. Void where prohibited.

14. Acceptable Use

You agree not to:

• use the Service for any unlawful, fraudulent, or deceptive purpose;
• list, trade, sell, or submit counterfeit, altered, stolen, or illegal items, or misrepresent an item's condition, grade, authenticity, or ownership;
• harass, threaten, defame, or abuse anyone, or post hateful, sexually explicit, violent, or unrelated content or spam;
• impersonate any person, business, or VaultXchange, or misrepresent your affiliation;
• create multiple or fake accounts, manipulate ratings, reviews, giveaways, or referrals, or misuse promo codes;
• circumvent fees, plan limits, or usage limits;
• scrape, harvest, or bulk-extract data, or use automated means to access the Service, except as we expressly authorize;
• reverse engineer, decompile, or attempt to derive source code, except to the extent that restriction is prohibited by law;
• bypass or probe security or access controls, or access data or accounts you are not authorized to access;
• upload malware or interfere with or disrupt the Service;
• infringe anyone's intellectual property, privacy, or other rights; or
• use the Service in a way that could expose VaultXchange or others to liability or harm.

We may investigate suspected violations and cooperate with law enforcement, regulators, and affected parties.

15. User Content; License; Moderation

"User Content" means anything you submit to the Service, including data, records, photos, messages, reviews, listings, broadcasts, and documents. As between you and VaultXchange, you retain ownership of your User Content. You grant VaultXchange a non-exclusive, worldwide, royalty-free, sublicensable, transferable license to host, store, process, transmit, display, reproduce, modify, and create derivative works of your User Content to provide, maintain, secure, improve, and support the Service, and to display it to the audiences you choose or that a feature is designed to reach. You represent that you have all rights and consents needed to submit your User Content and to let us process it.

We may create and use aggregated, de-identified, or anonymized data derived from use of the Service for any lawful purpose, provided it does not identify you or your customers.

We are not obligated to monitor User Content, but we may. Messages and other content may be screened automatically, and content that appears to violate these Terms may be blocked, hidden, or flagged for review. We may remove, restrict, or refuse any User Content, and suspend or terminate any account, at any time in our discretion. We do not publish our internal moderation criteria. We are not responsible for User Content posted by others.

15.1 Data About Your Customers and Employees

If you enter or maintain information about your customers, employees, vendors, or other people, you represent and warrant that you have all rights, notices, consents, and legal bases needed to collect it, disclose it to us, and permit us to process it. You are solely responsible for giving required privacy notices, obtaining consents, honoring rights requests from those people, and complying with law. VaultXchange processes that information on your behalf, as a service provider or processor, to the extent applicable law treats it that way, and under any separate written data processing agreement we have signed with you.

16. Copyright Complaints

If you believe content on the Service infringes your copyright, send a notice to support@vaultxchange.io or to our mailing address in Section 30 that includes: your physical or electronic signature; identification of the copyrighted work; identification of the allegedly infringing material and where it appears; your contact information; a statement that you have a good-faith belief the use is not authorized; and a statement, under penalty of perjury, that the information is accurate and that you are authorized to act for the owner. We may remove material and terminate repeat infringers.

17. Intellectual Property

The Service, including all software, interfaces, designs, text, graphics, logos, trademarks, and other materials provided by VaultXchange, is owned by or licensed to VaultXchange and protected by intellectual property laws. Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable license to use the Service for its intended purpose. No other rights are granted. You may not copy, modify, distribute, sell, lease, or create derivative works from the Service, remove proprietary notices, or use VaultXchange's name, logos, or branding without our prior written consent.

Card names, images, set names, and other third-party names and marks referenced in the Service belong to their respective owners and are used for identification only. VaultXchange is not affiliated with, endorsed by, or sponsored by any card publisher, grading company, marketplace, or other third party referenced in the Service unless we expressly say so in writing.

18. Feedback

If you submit ideas, suggestions, bug reports, or other feedback, you grant VaultXchange a perpetual, irrevocable, worldwide, royalty-free right to use it for any purpose without restriction or compensation.

19. Privacy

Our collection and use of personal information is described in our Privacy Policy, which is part of these Terms.

20. Mobile Apps

If you download our app from the Apple App Store or Google Play, these Terms are between you and VaultXchange only, not Apple or Google, and VaultXchange, not Apple or Google, is responsible for the app and its content. Apple and Google have no obligation to provide maintenance or support for the app. If the app fails to conform to any applicable warranty, you may notify Apple for a refund of any purchase price, and to the maximum extent permitted by law Apple has no other warranty obligation. Apple and Google are not responsible for any claims relating to the app, including product liability claims, claims that the app fails to meet legal or regulatory requirements, consumer protection or privacy claims, or intellectual property infringement claims. Apple and its subsidiaries are third-party beneficiaries of these Terms and may enforce them against you. You must also comply with the app store's own terms of service. Our apps may load content from our servers and require an internet connection for most features.

21. Electronic Communications, Notifications, and Text Messages

You consent to receive communications from us electronically, including by email, in-app messages, push notifications, and website postings, and agree that they satisfy any legal requirement that communications be in writing. Our payment processors may also send you receipts and billing notices directly.

If you provide a phone number, you agree that we may send you one-time verification codes and account-related text messages. Message and data rates may apply. We do not send marketing text messages.

If you enable push notifications in our app, you agree to receive notifications about your account and activity, such as messages, trades, Sell Your Cards updates, store credit changes, wishlist and price alerts, event reminders, shift reminders, giveaway results, and approved broadcasts from VaultXchange and from businesses you are linked to or follow. You can turn notifications off at any time in your device settings, and some per-business controls are available in the app. Broadcasts and announcements from a business come from that business, and VaultXchange is not responsible for their content.

22. Suspension; Termination

We may suspend, restrict, or terminate your account or access to all or part of the Service at any time, with or without notice, for any reason or no reason, including if you breach these Terms, your payment fails, we are required to by law, continued access could create risk for us or others, or we discontinue the Service. Where practical we will try to give notice, but we are not obligated to.

You may stop using the Service at any time. Collectors and Staff may delete their own accounts from account settings as described in our Privacy Policy. To close a Business Account, contact us. Upon termination, your right to use the Service ends immediately, unpaid fees become immediately due, and we have no obligation to retain or return your data except as required by law or stated in our Privacy Policy. Sections that by their nature should survive will survive, including payment obligations, licenses to us, disclaimers, limitations of liability, releases, indemnity, dispute resolution, and intellectual property provisions.

We are not liable for any loss of data, business interruption, or damages resulting from suspension, termination, or data deletion, except where prohibited by law. You are responsible for keeping your own copies of any records you are required to maintain.

23. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. VAULTXCHANGE DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, AND QUIET ENJOYMENT.

WITHOUT LIMITING THE FOREGOING, VAULTXCHANGE DOES NOT WARRANT THAT: THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE; DATA, PRICING, VALUES, CARD IDENTIFICATIONS, CENTERING MEASUREMENTS, AI OUTPUT, OR OTHER RESULTS WILL BE ACCURATE, COMPLETE, OR CURRENT; ANY DEFECTS WILL BE CORRECTED; OR THE SERVICE WILL MEET YOUR REQUIREMENTS. VAULTXCHANGE MAKES NO WARRANTY ABOUT ANY USER, ITEM, OR TRANSACTION BETWEEN USERS.

YOU ASSUME ALL RISK FOR YOUR USE OF THE SERVICE AND ANY DECISIONS MADE BASED ON THE SERVICE.

24. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• VAULTXCHANGE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, ENHANCED, OR PUNITIVE DAMAGES;
• VAULTXCHANGE WILL NOT BE LIABLE FOR LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, LOSS OF DATA, BUSINESS INTERRUPTION, COST OF SUBSTITUTE SERVICES, OR LOSS ARISING FROM THIRD-PARTY DATA, PROVIDER FAILURES, OR THE CONDUCT OF ANY USER OR THIRD PARTY; AND
• VAULTXCHANGE'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICE, THESE TERMS, OR ANY RELATED CLAIM WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS PAID BY YOU TO VAULTXCHANGE FOR THE SERVICE IN THE THREE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS (US $100). AMOUNTS PAID TO APPLE, GOOGLE, ANOTHER USER, OR ANY OTHER THIRD PARTY ARE NOT AMOUNTS PAID TO VAULTXCHANGE.

THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTE, OR OTHERWISE, EVEN IF VAULTXCHANGE HAS BEEN ADVISED OF THE POSSIBILITY OF THE DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Some jurisdictions do not allow certain limitations; in that event, the limitations apply to the fullest extent permitted by law.

25. Indemnification

You will defend, indemnify, and hold harmless VaultXchange and its affiliates, members, managers, officers, employees, contractors, agents, licensors, and service providers from and against any claims, liabilities, damages, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or related to:

• your use of the Service;
• your breach of these Terms;
• your violation of law or of any third-party right;
• your User Content and any data you submit or process through the Service, including data about your customers and employees;
• your store-credit policies, trade-in, pricing, and sales decisions, tax obligations, employment practices, events, tournaments, giveaways, broadcasts, and customer or vendor disputes;
• any transaction between you and another user or third party; or
• your use or misuse of third-party data or AI output.

We may assume the exclusive defense and control of any matter subject to indemnification, and you will cooperate with us in asserting any available defenses.

26. Dispute Resolution; Arbitration

READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS.

26.1 Informal Resolution

Before filing a claim, the party asserting the dispute must send written notice describing the dispute and the relief requested, and the parties will try in good faith to resolve it informally for at least 30 days after the notice is received. Notices to us go to the addresses in Section 30.

26.2 Agreement to Arbitrate

Except for claims that qualify for small claims court and claims for temporary or preliminary injunctive relief to protect intellectual property or prevent unauthorized access, misuse, or disclosure of the Service or confidential information, any dispute, claim, or controversy arising out of or relating to these Terms or the Service will be resolved by binding individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, or, for a dispute with a Collector acting as a consumer, its Consumer Arbitration Rules, as modified by these Terms. The Federal Arbitration Act governs this section.

26.3 Class Action Waiver

THE PARTIES AGREE THAT ANY ARBITRATION OR OTHER PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, COLLECTIVE, CONSOLIDATED, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE ACTION.

26.4 No Jury Trial

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PARTIES WAIVE ANY RIGHT TO A JURY TRIAL.

26.5 Delegation

The arbitrator, and not any court, will have exclusive authority to decide issues of arbitrability, including the existence, scope, validity, enforceability, and interpretation of this arbitration agreement, except that a court may decide issues relating to the enforceability of the class action waiver, the mass filing provisions below, or the availability of public injunctive relief to the extent required by law.

26.6 Arbitration Procedure

Arbitration will take place in Clark County, Kentucky, unless the parties agree otherwise or the applicable rules require a different location, and may be conducted by video or on written submissions where the rules allow. The arbitration will be conducted in English. The arbitrator may award relief only to the extent permitted by law and only to the extent necessary to resolve the individual claim.

26.7 Mass Filings

If 25 or more similar demands for arbitration are filed against VaultXchange by or with the assistance of the same law firm or coordinated group, the demands may be administered in batches of up to 25, with one arbitrator per batch, and the remaining demands held until earlier batches are resolved, to the extent permitted by the applicable rules and law. The statute of limitations is tolled for held demands.

26.8 Fees

Each party will bear its own attorneys' fees and costs unless the arbitrator determines a fee award is required by applicable law or the governing rules. We will pay arbitration filing and administrative fees to the extent required by law or the applicable rules.

26.9 Opt-Out

You may opt out of this arbitration agreement by sending written notice to support@vaultxchange.io within 30 days after you first accept these Terms. The notice must include your full legal name, your business name if applicable, your account email, and a clear statement that you are opting out of arbitration. Opting out does not affect any other part of these Terms.

26.10 Severability and Survival

If any portion of this section is found unenforceable, the remainder will be enforced to the maximum extent permitted by law, and the unenforceable portion will be severed or reformed as necessary to preserve the parties' intent, except that if the class action waiver is found unenforceable as to a claim, that claim will proceed in court and not in arbitration. This section survives termination of these Terms and your use of the Service.

27. Governing Law; Venue; Time Limit

These Terms and any dispute not subject to arbitration are governed by the laws of the Commonwealth of Kentucky, without regard to conflict-of-laws principles. Subject to Section 26, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in or serving Clark County, Kentucky. To the extent permitted by law, any claim arising out of or relating to these Terms or the Service must be brought within one year after it arises, or it is permanently barred.

28. Changes to the Service and These Terms

We may modify these Terms at any time, for any reason, by posting an updated version with a new effective date or otherwise giving notice. For material changes, we may also notify you in the Service or ask you to accept the updated Terms before you continue. Changes are effective when posted or on the date stated in the notice, whichever is later, and apply going forward. Your continued use of the Service after the effective date is acceptance of the updated Terms.

29. Miscellaneous

• Entire Agreement. These Terms, the Privacy Policy, any plan, program, or giveaway terms presented to you, and any separate written agreement we sign with you are the entire agreement between you and VaultXchange regarding the Service. If they conflict, a separate signed agreement controls, then program or giveaway terms for their subject, then these Terms.
• Assignment. You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms freely, including in a merger, acquisition, or sale of assets.
• Severability. If any provision is unenforceable, it will be enforced to the maximum extent permitted and the remainder will remain in effect.
• No Waiver. Our failure to enforce any provision is not a waiver.
• Force Majeure. We are not liable for delays or failures caused by events beyond our reasonable control, including natural disasters, war, civil unrest, labor disputes, government action, internet or power failures, and outages of third-party services the Service depends on.
• Export. You will comply with all applicable U.S. export control and sanctions laws.
• Headings. Headings are for convenience only.
• Relationship of Parties. The parties are independent contractors. No partnership, joint venture, agency, employment, or fiduciary relationship is created.
• Notices. Notices to us must be sent to support@vaultxchange.io and, for legal notices, also to our mailing address in Section 30. We may send notices to the email associated with your account or through the Service.

30. Contact Information