Gorilla Master Subscription Agreement

This Master Subscription Agreement ("Agreement") is entered into by and between the customer identified in an applicable Order Form ("Customer") and the contracting entity of Gorilla, a company incorporated under the laws of Cyprus, with its principal place of business as identified on www.gorilla.security ("Gorilla"). This Agreement governs Customer's access to and use of the Services (as defined below) provided by Gorilla.

1. Definitions

  1. Services. "Services" means Gorilla’s proprietary SaaS platform that connects to Customer's 1Password tenant to continuously analyze and assess security posture, configurations, permissions, and item-level security issues within that tenant.
  2. Order Form. "Order Form" means the ordering document mutually executed by the parties that sets forth specific terms, pricing, and subscription details for the Services.
  3. 1Password Users. "1Password Users" means the total number of active users in the Customer's connected 1Password tenant, used for the purpose of calculating fees.
  4. Customer Data. "Customer Data" means any data, content, or materials that Customer submits to the Services.

2. Access and Use

  1. Grant of Rights. Gorilla grants Customer a non-exclusive, non-transferable right to access and use the Services during the applicable Subscription Term, solely for internal business operations.
  2. Usage Restrictions. Customer shall not (i) reverse engineer or copy the Services, (ii) use the Services to build a competing product, or (iii) use the Services in violation of applicable law.

3. Fees and Payment

  1. Fees. Fees are calculated based on the number of 1Password Users as specified in the Order Form. All fees are non-cancelable and non-refundable, except as otherwise provided.
  2. Payment Terms. Unless otherwise stated in the Order Form, all payments are due within 30 days of invoice.
  3. Late Payments. Late payments may incur interest at 1.5% per month or the maximum amount permitted by law, whichever is less.
  4. Auto-Renewal. Subscriptions renew automatically unless either party provides written notice of non-renewal at least 30 days prior to the renewal date.

4. Customer Responsibilities

  1. Accuracy of Data. Customer is responsible for ensuring the accuracy of Customer Data.
  2. Access Controls. Customer must maintain appropriate access controls.
  3. Compliance. Customer must use the Services in compliance with applicable laws and this Agreement.