Terms of Service

1. Agreement to the terms

By accessing or using the Service, you agree to these Terms and our Privacy Policy. If you do not agree, do not access or use the Service. Use of customer-controlled product data may also be governed by our Data Processing Agreement or a separately executed agreement.

2. Service overview

Fctr provides identity verification and identity-operations workflows for authorized helpdesk, IT support, and security personnel. Depending on customer configuration, the Service may retrieve identity context from Microsoft Entra ID or Okta, verify a caller using supported enrolled factors, apply role and action policy, execute approved account actions, and produce operational audit records.

Features, integrations, service limits, and support obligations are determined by the applicable plan, order form, documentation, and customer configuration.

3. Acceptable use

You may use the Service only for lawful internal business purposes and in accordance with these Terms, applicable documentation, and your organization's policies. You must not:

• access or attempt to access another customer's environment or data;
• circumvent authentication, verification, rate limits, role controls, or other security features;
• use the Service to impersonate another person, conduct fraud, or perform unauthorized identity or account actions;
• introduce malware or interfere with the integrity, availability, or performance of the Service;
• probe or test the Service except through an authorized security-testing or disclosure process;
• reverse engineer, decompile, disassemble, or attempt to derive source code except where applicable law expressly permits; or
• use the Service in violation of law or third-party rights.

4. Customer responsibilities

The customer is responsible for:

• the accuracy, legality, and authorization of information and instructions submitted to the Service;
• configuring identity-provider applications, credentials, scopes, roles, factors, policies, and enabled support actions appropriately;
• maintaining the confidentiality and security of customer-controlled credentials, devices, accounts, and access groups;
• ensuring that authorized users follow these Terms and customer policy;
• reviewing audit activity and promptly investigating suspected unauthorized use; and
• notifying Fctr at support@fctr.io of known unauthorized access or security incidents affecting the Service.

The customer remains responsible for decisions made by its authorized personnel and for the security and administration of its connected identity services.

5. SMS and email verification messages

If enabled by the customer, the Service may send transactional one-time codes or verification links by SMS or email for identity verification, fraud prevention, account security, or support workflows. These are not marketing messages.

Message frequency varies with verification activity. Carrier or service-provider fees may apply, and delivery may be delayed or blocked by third-party networks, filtering, device settings, or incorrect enrollment data. Individuals who wish to change an enrolled destination should use their organization's identity-provider process or contact its IT administrator. Removing a factor may prevent completion of a supported workflow.

6. Fees & payment

• Subscription fees, usage terms, and billing schedules are specified in the applicable order form or purchasing agreement.
• Fees are non-refundable except as expressly stated in a binding agreement or required by law.
• Fctr may change generally available pricing on at least sixty (60) days' notice. A change will not take effect before the next renewal term unless the customer agrees otherwise.
• The customer is responsible for applicable taxes other than taxes based on Fctr's net income.

7. Service availability & changes

Fctr uses commercially reasonable efforts to operate and support the Service. The Service may be unavailable because of maintenance, emergency security work, third-party provider failures, customer configuration, internet conditions, or events outside Fctr's reasonable control. Scheduled maintenance will be communicated in advance when practical.

Any uptime commitment, support response target, service credit, or custom deployment requirement applies only if stated in a binding order form or service-level agreement. Fctr may modify the Service over time, provided the modification does not materially reduce the core functionality purchased for an active subscription term.

8. Warranty, liability & indemnification

Performance warranty. During an active paid subscription, Fctr warrants that the Service will perform materially in accordance with its applicable documentation. If it does not, the customer's exclusive remedy is for Fctr to use commercially reasonable efforts to correct the nonconformity or, if Fctr cannot do so, to terminate the affected Service and refund prepaid fees for the unused portion of the applicable term.

Exclusion of damages

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, exemplary, punitive, or consequential damages, or for lost profits, revenue, goodwill, or data, arising from these Terms, even if advised of the possibility.

Liability cap

Except for amounts owed, misuse of intellectual property, breach of confidentiality, indemnification obligations, or liability that cannot legally be limited, each party's aggregate liability arising from these Terms will not exceed the amounts paid or payable by the customer for the affected Service during the twelve (12) months preceding the event giving rise to the claim.

Indemnification

The customer will defend and indemnify Fctr from third-party claims arising from customer data, unauthorized use, or violation of these Terms. Fctr will defend and indemnify the customer from third-party claims that the unmodified Service infringes a United States patent, copyright, or trademark, subject to prompt notice, control of the defense, and reasonable cooperation. Fctr may modify, replace, or terminate affected functionality if necessary to resolve an infringement claim.

9. Intellectual property & feedback

Fctr and its licensors retain all rights in the Service, software, documentation, designs, and branding. Subject to these Terms and payment of fees, Fctr grants the customer a limited, non-exclusive, non-transferable right to use the Service for its internal business purposes during the subscription term. The customer retains rights in customer data. If you provide feedback, Fctr may use it without restriction or obligation.

10. Confidentiality

Each party may receive non-public information that a reasonable person would understand to be confidential. The receiving party will protect that information using reasonable care, use it only to perform under the agreement, and disclose it only to personnel and providers with a need to know and confidentiality obligations. These restrictions do not apply to information that is public through no breach, already known without restriction, independently developed, or lawfully received from another source.

11. Term & termination

These Terms remain effective while you use the Service. Either party may terminate as provided in an order form or if the other party materially breaches and does not cure the breach within the applicable notice period. Fctr may suspend access when reasonably necessary to prevent security harm, unauthorized activity, or material service disruption.

Upon termination, access ends. Customer data and operational records are handled according to the applicable agreement, Privacy Policy, and DPA. Provisions that by their nature should survive termination will survive.

12. Governing law & general terms

These Terms are governed by the laws of the Commonwealth of Pennsylvania, without regard to conflict-of-law principles. The state and federal courts located in Allegheny County, Pennsylvania have exclusive jurisdiction, unless a binding agreement states otherwise.

Neither party may assign these Terms without the other's consent, except in connection with a merger, reorganization, change of control, or sale of substantially all relevant assets. If a provision is unenforceable, it will be limited to the minimum extent necessary and the remaining provisions will remain in effect. Failure to enforce a provision is not a waiver. These Terms and incorporated documents are the complete agreement for their subject matter.

13. Changes to these terms

Fctr may update these Terms by posting a revised version at this URL. Material changes will be communicated as appropriate and will apply prospectively. Continued use after the effective date of an update constitutes acceptance, except where a signed agreement requires a different process.

14. Contact