Terms of Use: Vantoro

Last updated: 12 Jul 2026

These Terms govern your access to and use of Vantoro, provided by Refactor Labs Pty Ltd (ABN 59 700 054 600, "Refactor Labs"). By creating an account or using Vantoro, you agree to these Terms on behalf of yourself and, if applicable, your organisation ("Customer", "you").

1. The Service

Vantoro is a business-logic observability platform. Customer sends data ("Customer Data") to Vantoro via our API, whether directly or via one of our open-source SDKs, for tracing, analysis, and display via our dashboard.

We currently offer, or plan to offer, SDKs for multiple programming languages. Each SDK is open-source and separately licensed (see its repository for licence terms); these Terms govern your use of the Vantoro API, dashboard, and platform, not the source code of any SDK.

As an early-stage product, Refactor Labs may modify the Service, including its features, technical limits and pricing. Refactor Labs will give Customer at least 30 days' prior written notice of any material adverse change to the Service or any increase in Fees that applies to an existing paid subscription.

If a material adverse change materially reduces the functionality Customer reasonably relies on, Customer may terminate the affected subscription before the change takes effect and will receive a pro-rata refund of any prepaid Fees for the unused portion of the subscription period.

2. Accounts

You must provide accurate registration information and are responsible for activity under your account and for maintaining credential security.

3. Customer Data

• Customer retains all ownership rights in Customer Data.
• Customer grants Refactor Labs a licence to host, process, and display Customer Data solely to provide and improve the Service (improvement uses are aggregated/de-identified only).
• Customer is solely responsible for determining what data is sent to the API, including ensuring it has the right to transmit that data and that appropriate redaction/minimisation is applied before transmission (including via our SDKs' redaction features, where used). Refactor Labs does not review or vet Customer Data content.
• Data protection terms for Customer Data (as opposed to your own account data) are set out in our Data Processing Agreement, incorporated by reference.

4. Acceptable Use

You must not use Vantoro to:

• transmit data you don't have the right to share, or in breach of any law;
• transmit sensitive personal information about an identifiable individual (for example, health records, government identifiers, or full payment/financial account credentials) unless it has been redacted or otherwise de-identified so the individual is no longer identifiable from it;
• attempt to breach, disrupt, or security-test the Service without prior written permission;
• reverse-engineer the API or platform beyond what's permitted by law (this doesn't apply to our SDKs, which are open-source and separately licensed);
• resell or provide the Service to third parties without our consent.

5. Fees & Payment

5.1 Fees are billed monthly in advance through Refactor Labs' payment provider, as stated on the applicable pricing page or order form. Unless stated otherwise, Fees are exclusive of GST and any applicable taxes, duties or charges.

5.2 Customer must pay all undisputed Fees when due. Refactor Labs may retry a failed payment. If payment remains outstanding for 14 days after written notice, Refactor Labs may restrict or suspend Customer's access to the Service until payment is received.

5.3 Refactor Labs may change Fees by giving Customer at least 30 days' prior written notice. Any revised Fees apply from the start of Customer's next billing period after the notice period ends.

5.4 Fees are non-refundable except where required by law or expressly stated in these Terms.

5.5 Customer may cancel a subscription at any time through the Service. Cancellation stops future billing; Customer retains access to the subscribed plan's features until the end of the current billing period, after which the subscription ends. No refund is given for the remainder of a billing period already paid for.

6. Data Retention, Export and Deletion

6.1 Customer may configure the retention period for Customer Data through the Service, subject to the maximum retention period published in Refactor Labs' documentation. Refactor Labs will give Customer at least 30 days' prior notice of any reduction to the maximum retention period.

6.2 During the subscription term, Customer may export Customer Data using the export functionality made available through the Service.

6.3 On termination or expiry of the Terms, Customer will have 30 days to export its Customer Data, unless Refactor Labs has suspended Customer's account for a material breach of these Terms or is required by law to restrict access.

6.4 After the export period, Refactor Labs will delete Customer Data in accordance with Customer's configured retention period and its backup deletion cycle. Refactor Labs may retain Customer Data only where required by applicable law, and only for as long as required.

6.5 If Customer deletes a Team through the Service, this immediately cancels any associated subscription and immediately and irreversibly deletes the associated Customer Data, without the export period described in clause 6.3. Customer should export any Customer Data it wishes to retain before deleting a Team.

7. Intellectual Property

Refactor Labs retains all rights in the Service, API, and platform, excluding Customer Data and excluding our SDKs (which are open-source and governed by their own licences). "Refactor Labs," "Vantoro," and associated logos are brand names and logos of Refactor Labs (registered or unregistered, as applicable); no rights are granted to use them except as necessary to access the Service. Feedback you provide may be used by us without restriction.

8. Confidentiality

Each party will protect the other's confidential information with reasonable care and use it only to perform under these Terms.

9. Warranties & Disclaimers

The Service is provided "as is" and "as available." To the maximum extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We don't warrant that the Service will be uninterrupted, error-free, or that it will meet your specific requirements.

Nothing in these Terms excludes, restricts, or modifies any guarantee, right, or remedy under the Australian Consumer Law (or equivalent legislation) that cannot lawfully be excluded. Where our liability for breach of such a guarantee cannot be excluded but can be limited, our liability is limited, at our option, to re-supplying the Service or paying the cost of re-supply.

10. Limitation of Liability

10.1 To the maximum extent permitted by law, neither party is liable to the other for any indirect, special, incidental or consequential loss, or for loss of profits, revenue, goodwill, anticipated savings, business opportunity or data, arising out of or in connection with these Terms.

10.2 Subject to clauses 10.3 and 10.4, each party's total aggregate liability arising out of or in connection with these Terms, whether in contract, tort (including negligence), statute or otherwise, is limited to the greater of (a) the Fees paid or payable by Customer to Refactor Labs in the 12 months before the event giving rise to the claim, or (b) AUD $100.

10.3 The exclusions and cap in clauses 10.1 and 10.2 do not apply to:

(a) either party's fraud or wilful misconduct;

(b) death or personal injury caused by negligence;

(c) liability that cannot lawfully be excluded or limited, including non-excludable guarantees under the Australian Consumer Law; or

(d) Customer's obligation to pay undisputed Fees.

10.4 A party's liability for breach of confidentiality, breach of applicable data protection obligations, or its indemnity obligations under clause 11 is capped at two times the amount specified in clause 10.2.

10.5 Nothing in these Terms excludes, restricts or modifies any guarantee, right or remedy under the Australian Consumer Law or equivalent legislation that cannot lawfully be excluded, restricted or modified. Where liability for a breach of a non-excludable guarantee can be limited, Refactor Labs limits its liability, at its option, to re-supplying the Service or paying the cost of having the Service re-supplied.

11. Indemnification

11.1 Customer will indemnify Refactor Labs against third-party claims, losses, damages, liabilities and reasonable legal costs arising directly from:

(a) Customer Data transmitted to the Service, but only to the extent the claim arises because Customer did not have the right to transmit that Customer Data or the Customer Data infringes a third party's intellectual property rights; or

(b) Customer's material breach of clause 4.

11.2 Refactor Labs will indemnify Customer against third-party claims, losses, damages, liabilities and reasonable legal costs arising directly from a claim that the Service, excluding Customer Data, Customer configurations and open-source SDKs, infringes a third party's Australian intellectual property rights.

11.3 A party seeking an indemnity must:

(a) promptly notify the indemnifying party of the claim, provided that delay only relieves the indemnifying party to the extent it is materially prejudiced;

(b) give the indemnifying party sole control of the defence and settlement of the claim; and

(c) provide reasonable assistance at the indemnifying party's cost.

11.4 The indemnified party must not settle a claim in a manner that imposes liability, an admission of fault or a non-monetary obligation on the indemnifying party without the indemnifying party's prior written consent.

11.5 If the Service becomes, or Refactor Labs reasonably believes it may become, the subject of an infringement claim, Refactor Labs may, at its option:

(a) obtain the right for Customer to continue using the Service;

(b) modify or replace the affected part of the Service so it is non-infringing without materially reducing its functionality; or

(c) terminate the affected Service and refund any prepaid Fees for the unused portion of the subscription period.

11.6 This clause does not apply to a claim arising from Customer Data, Customer's breach of these Terms, Customer's combination of the Service with items not supplied by Refactor Labs, or use of the Service contrary to Refactor Labs' written instructions.

11.7 Each party's indemnity obligations are subject to clause 10.

12. Term, Suspension and Termination

12.1 These Terms start when Customer creates an account or first uses the Service and continue until terminated in accordance with this clause.

12.2 Either party may terminate these Terms for convenience by giving the other party at least 30 days' prior written notice.

12.3 Either party may terminate these Terms immediately by written notice if the other party:

(a) materially breaches these Terms and does not remedy that breach within 14 days after receiving written notice requiring it to do so; or

(b) becomes insolvent, enters liquidation or administration, or is unable to pay its debts as they fall due.

12.4 Refactor Labs may suspend Customer's access to the Service where it reasonably suspects a breach of clause 4, a security incident, or non-payment under clause 5. Refactor Labs will, where reasonably practicable, give Customer prior notice and will limit the suspension to what is reasonably necessary.

12.5 On termination, Customer's right to access and use the Service ends. Clauses that by their nature should survive termination, including clauses 3, 7, 8, 9, 10, 11, 13, 16 and 17, continue after termination.

13. Governing Law

These Terms are governed by the laws of New South Wales, Australia, and the parties submit to the exclusive jurisdiction of its courts.

14. Changes to Terms

14.1 Refactor Labs may update these Terms by giving Customer at least 30 days' prior notice by email or through the Service.

14.2 A change will not apply retrospectively to a dispute or claim arising before the change takes effect.

14.3 If an update materially and adversely affects Customer's rights or obligations, Customer may terminate the affected subscription before the update takes effect. Customer will receive a pro-rata refund of prepaid Fees for the unused portion of the subscription period.

14.4 Continued use of the Service after the effective date of an update constitutes acceptance of the updated Terms.

15. Assignment

You may not assign or transfer these Terms without our consent. We may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets, and will notify you if we do.

15A. Notices

15A.1 Notices under these Terms must be in writing and sent by email.

15A.2 Refactor Labs may send notices to the email address associated with Customer's account. Customer may send notices to support@refactor.gg or any replacement address Refactor Labs notifies to Customer.

15A.3 A notice sent by email is taken to be received when it leaves the sender's information system, unless the sender receives an automated failure notice.

16. Entire Agreement

These Terms, together with our Privacy Policy and Data Processing Agreement, constitute the entire agreement between you and Refactor Labs regarding the Service, and supersede any prior agreements on the subject.

17. Severability & Waiver

If any provision of these Terms is found unenforceable, the remaining provisions continue in full force. Our failure to enforce any provision isn't a waiver of our right to do so later.

18. Contact

Refactor Labs Pty Ltd Level 1, 63-73 Ann Street, Surry Hills, NSW 2010 support@refactor.gg