Terms of Service

1. The agreement

These terms are an agreement between Vertex Systems LLC (“Vertex”, “we”, “us”) and the organization that uses Vertex Wayfinder (the “Customer”, “you”). They cover the Vertex Wayfinder workspace, the maps you publish with it, and this website (together, the “Service”). If you accept these terms for an organization, you confirm you’re authorized to bind it.

If you and Vertex have signed an order form or other written agreement for the Service, that agreement controls where it differs from these terms.

People who only view a published map on a kiosk or phone don’t need an account. They may use those maps for personal wayfinding, and the Directions and safety and Disclaimers sections apply to them too.

2. Accounts and access

• You can create a workspace yourself by signing up, or Vertex can set one up for you. The person who creates it is its owner, can invite colleagues and assign their roles, and is responsible for who has access.
• Give accurate sign-up details, including a work email address you control.
• Keep sign-in details confidential, use a strong password or your organization’s single sign-on, and tell us promptly if you suspect unauthorized access.
• You’re responsible for activity in your workspace and for your members following these terms.

3. Your content

You own the floor plans, maps, names, branding and other material you put into the Service (“Your Content”). You give Vertex a limited license to host, copy, process and display Your Content only as needed to provide, secure and support the Service for you.

You confirm you have the rights to upload Your Content, including floor plans, logos and images, and that publishing it doesn’t break any law or anyone else’s rights.

You can export all of your workspace’s data at any time, and the owner can delete the workspace. Our Privacy Policy explains how we handle personal information.

4. Published maps

Publishing makes a map available to anyone with its kiosk, QR signage or phone link. Links on printed QR signage are designed to stay the same as you update the map. Don’t publish information that shouldn’t be public, such as security-sensitive areas or personal information. Use private maps and restricted zones for anything that should stay inside your team.

5. Acceptable use

You agree not to:

• break the law or infringe anyone’s rights through the Service;
• upload malware, or content that is unlawful, deceptive, harassing or hateful;
• try to access another customer’s workspace, probe or bypass security controls, or interfere with the Service’s operation;
• overload the Service with automated traffic beyond normal use of kiosks, QR signage and phone maps;
• resell or provide the Service to others except as we agree in writing, or copy it to build a competing product.

We may suspend access that puts the Service, other customers or the public at risk. Where we reasonably can, we’ll tell you first and give you a chance to fix the problem.

6. Directions and safety

Vertex Wayfinder gives general directions based on the map you create. Routes, step-free options, distances and times are only as accurate as that map, and buildings change.

• Not an emergency system. Vertex Wayfinder is not designed or approved for emergency evacuation, fire safety or life-safety guidance. In an emergency, people should follow posted exit signs, alarms and staff instructions.
• Keep maps current. You’re responsible for the accuracy of your maps, including closures, accessible routes and restricted areas, and for checking them before you publish.
• Accessibility. Step-free routes follow how you’ve marked stairs, elevators and doors. Confirm them on site; the Service doesn’t replace your own accessibility obligations.

7. Plans and fees

Free plan. You can build maps from your own floor plans or our sample, and test routes in Map Studio, at no charge. Publishing, kiosk and QR signage previews, and public kiosk, QR signage and phone links need the paid plan.

Paid plan bought online. When you upgrade in the Service, you subscribe at the price shown at checkout. Payment is processed by Stripe and charged in advance for each billing period. Your subscription renews automatically until you cancel it, which you can do at any time from Account › Plan & billing; it then ends at the close of the period you’ve paid for. Fees already paid are non-refundable except where the law requires otherwise. We’ll give you at least 30 days’ notice of a price change, which applies from your next renewal.

Invoiced plans. If you have an order form or quote, its fees and payment terms apply. Unless it says otherwise, invoices are due within 30 days, and if an undisputed invoice is more than 30 days overdue we may return the workspace to the free plan after giving you notice.

Fees don’t include taxes, which you’ll pay apart from taxes on our income. If a payment fails and isn’t fixed, or a subscription ends, the workspace returns to the free plan: your maps are kept and you can go on editing them, but publishing pauses and public links stop showing your maps until you upgrade again.

8. Availability and changes

We work to keep the Service available and secure, but it may occasionally be interrupted for maintenance, updates or reasons outside our control. Kiosks and phones keep a copy of the published map so directions usually keep working through short outages. Any service-level commitment applies only if it’s in your order form.

We improve the Service over time. If we remove a feature you rely on in a way that materially reduces the Service, we’ll give you reasonable notice.

9. Ending the service

You can stop using the Service at any time, and deleting your workspace also cancels any online subscription. Either party may end these terms at the end of the current subscription period, or immediately if the other materially breaches them and doesn’t fix the breach within 30 days of notice. When the Service ends, you can export your data for 30 days, after which we delete your workspace. Published maps stop working once the workspace is deleted, so plan for printed QR signage and kiosks.

Sections 3, 6, and 10 through 14 continue after these terms end.

10. Our property

Vertex owns the Service, including its software, routing technology, design and the Vertex Wayfinder name, and grants you a non-exclusive, non-transferable right to use it during your subscription. If you send us feedback or suggestions, we may use them without obligation to you.

11. Disclaimers

Except as expressly stated in these terms or your order form, the Service is provided “as is” and “as available”. To the extent the law allows, Vertex disclaims all implied warranties, including merchantability, fitness for a particular purpose, non-infringement, and that the Service or any route will be uninterrupted, error-free or accurate.

12. Limitation of liability

To the extent the law allows, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or data, even if told they were possible. Each party’s total liability arising from these terms is limited to the amounts you paid Vertex for the Service in the 12 months before the claim arose.

These limits don’t apply to your payment obligations, to either party’s indemnity obligations, or to liability that can’t be limited by law.

13. Indemnity

You’ll defend Vertex against third-party claims arising from Your Content or from your use of the Service in breach of these terms, and pay resulting damages and reasonable costs. Vertex will defend you against third-party claims that the Service, as we provide it, infringes their intellectual property, and pay resulting damages and reasonable costs. The party seeking protection must give prompt notice, reasonable help, and control of the defense.

14. General

• Changes to these terms. We may update these terms and will change the date at the top. For material changes, we’ll tell workspace owners at least 30 days in advance. Continuing to use the Service after that means you accept the update.
• Assignment. Neither party may transfer these terms without the other’s consent, except to a successor in a merger or sale of substantially all of its business.
• Force majeure. Neither party is responsible for delays caused by events beyond its reasonable control, other than payment obligations.
• Entire agreement. These terms, your order form and the Privacy Policy are the whole agreement about the Service. If any part is unenforceable, the rest still applies. Not enforcing a term isn’t a waiver of it.

15. Contact us

Questions about these terms? Reach us through the contact form.