These Terms and Conditions ("Terms") govern your access to and use of the services, platform, website, and products provided by Vanguard Holding VBA, a limited liability company (Vennootschap met Beperkte Aansprakelijkheid) incorporated and registered in Aruba, Kingdom of the Netherlands ("Vanguard Holding", "CODEX", "we", "us", or "our").
By accessing vanguardholding.io, using the CODEX AI automation platform, subscribing to CODEX Academy, or engaging Vanguard Holding for any services, you ("Client", "User", "you") agree to be legally bound by these Terms in their entirety. If you do not agree, you must cease using our services immediately.
Vanguard Holding provides AI-powered automation solutions including WhatsApp chatbot development, automated customer reply systems, lead capture and CRM integration, AI booking and scheduling systems, workflow automation, multilingual content generation, and related consulting services.
CODEX Academy is a subscription-based platform providing access to business automation implementation modules, AI Tutor (Axiom) assistance, community features, and implementation certificates. Access is tiered based on the chosen subscription plan.
Done-For-You services involve Vanguard Holding designing, building, and deploying automation systems within the Client's business infrastructure. Specific deliverables, timelines, and scope are defined in a separate Service Agreement signed by both parties.
Vanguard Holding makes reasonable efforts to maintain platform availability but does not guarantee uninterrupted service. We shall not be liable for losses arising from scheduled maintenance or third-party service disruptions.
Prices may change with 30 days written notice to active subscribers. Continued use constitutes acceptance of new pricing.
Fees for bespoke implementation services are agreed in writing before work commences. A 50% deposit is required to begin. The remaining balance is due upon project completion.
Subscription fees are non-refundable except as required by Aruban consumer protection law. The DFY deposit is non-refundable once work has commenced. Refund requests must be submitted in writing within 7 days of payment.
All fees exclude applicable taxes including Aruba Turnover Tax (BBO — Belasting op Bedrijfsomzetten) where applicable. The Client is responsible for taxes applicable to their purchase.
All Intellectual Property created by Vanguard Holding — including the CODEX platform, Academy content, AI configurations, automation workflows, templates, code, and designs — remains the exclusive property of Vanguard Holding VBA.
Upon payment, Vanguard Holding grants the Client a limited, non-exclusive, non-transferable, revocable license to use deliverables solely for the Client's own business purposes. This license does not permit sublicensing, resale, or redistribution.
The Client may not copy, reverse engineer, resell, distribute, or create derivative works based on Vanguard Holding's Intellectual Property without express written consent.
Vanguard Holding processes Personal Data in accordance with the Aruba Personal Data Protection Ordinance (LBP) and, where applicable, the GDPR as applied within the Kingdom of the Netherlands.
We do not sell Personal Data. We may share data with service providers (Supabase, OpenAI, Anthropic, WhatsApp Business API) solely for delivering our services, subject to data processing agreements.
Under the LBP, you have the right to access, correct, delete, and object to the processing of your Personal Data. Requests should be directed to us via WhatsApp (+297 699 9627) or through vanguardholding.io.
Both parties agree to keep confidential any proprietary or sensitive information disclosed during the business relationship, including business strategies, technical systems, client data, and pricing. Confidentiality obligations survive termination for two (2) years.
Vanguard Holding provides services on an "as is" basis and does not guarantee specific business outcomes or revenue increases. To the maximum extent permitted by Aruban law, our total liability shall not exceed the total fees paid by the Client in the three (3) months preceding the claim.
We are not liable for indirect, incidental, or consequential damages; loss of profits; data loss; or damages resulting from third-party service failures including WhatsApp, OpenAI, Anthropic, Supabase, Meta, or Vercel.
By using our Platform and services, you agree not to:
Vanguard Holding reserves the right to suspend or terminate access immediately for any violation, without refund.
Our Platform integrates with OpenAI, Anthropic (Claude), Supabase, WhatsApp Business API, Meta, and Vercel. Use of these services is subject to their respective terms. Vanguard Holding is not responsible for the availability or conduct of third-party services.
Clients may cancel CODEX Academy subscriptions at any time through account settings. Cancellation takes effect at the end of the current billing period. No refunds are issued for unused subscription time unless required by law.
We may suspend or terminate access immediately if you breach these Terms, engage in fraudulent activity, or if required by law. Provisions relating to Intellectual Property, Confidentiality, Limitation of Liability, and Governing Law survive termination.
Before formal proceedings, parties agree to attempt informal resolution by contacting Vanguard Holding in writing. We will respond within 14 business days.
These Terms are governed by the laws of Aruba. Any disputes not resolved through mediation shall be submitted to the exclusive jurisdiction of the Gerecht in Eerste Aanleg van Aruba (Court of First Instance of Aruba).
Vanguard Holding may modify these Terms at any time. Material changes will be communicated to registered users at least 14 days before taking effect. Continued use after the effective date constitutes acceptance of the revised Terms. The current version is always available at vanguardholding.io.
Vanguard Holding shall not be liable for failure to perform obligations caused by events beyond our reasonable control, including natural disasters, government acts, internet infrastructure failures, power outages, pandemics, or third-party service provider failures.
If any provision is found invalid under Aruban law, it shall be modified to the minimum extent necessary to make it enforceable. These Terms constitute the entire agreement between the parties and supersede all prior agreements.