Acceptable Use Policy

1. Introduction

This Acceptable Use Policy (“Policy”) sets out the rules governing access to and use of the Verto Service provided by TMI Systems Limited (trading as Verto) (“Verto”, “we”, “us”). It forms part of the Agreement between Verto and the Client and applies to all Users authorised by the Client to access the Verto Service.

By accessing the Verto Service, each User agrees to comply with this Policy. The Client is responsible for ensuring that all of its Users are made aware of and comply with this Policy. Failure to comply may result in suspension or termination of access to the Verto Service and may constitute a material breach of the Agreement.

2. Permitted Use

The Verto Service is licensed for the Client’s own internal business purposes only. Users may access and use the Verto Service to manage portfolio, programme and project management activities in accordance with the Agreement and the user role assigned to them by the Client.

Permitted use includes:

• Creating, editing, and managing project, programme and portfolio records within the platform.

• Uploading and managing content in accordance with the Agreement.

• Generating reports and dashboard outputs from the Verto Service.

• Collaborating with other authorised Users within the Client organisation or permitted partner organisations.

• Integrating the Verto Service with third-party tools expressly approved by Verto in writing.

• Accessing and using AI features made available within the Verto Service, subject to Clause 5 of this Policy.

3. Prohibited Use

The following uses of the Verto Service are strictly prohibited. Breach of any of the prohibitions below may result in immediate suspension of access and termination of the Agreement.

Status	Description
PROHIBITED	Using the Verto Service to build, develop, or support any product or service that competes with the Verto Service.
PROHIBITED	Attempting to gain unauthorised access to any part of the Verto Service, platform infrastructure, or data belonging to other clients.
PROHIBITED	Uploading, transmitting, or storing content that is unlawful, offensive, defamatory, harassing, discriminatory, or in breach of any third party’s intellectual property rights.
PROHIBITED	Uploading files that contain viruses, malware, ransomware, spyware, or other malicious code.
PROHIBITED	Attempting to reverse engineer, decompile, disassemble, or copy any part of the Verto Service or platform.
PROHIBITED	Bulk scraping, harvesting, or automated extraction of data from the Verto Service without Verto’s prior written consent.
PROHIBITED	Sharing login credentials between Users or allowing a single User licence to be used by more than one individual.
PROHIBITED	Connecting third-party tools or integrations to the Verto Service other than those expressly approved by Verto in writing.
PROHIBITED	Using the Verto Service to process or store special category personal data (as defined under UK GDPR) without a separate written agreement with Verto.
PROHIBITED	Using AI features within the Verto Service to generate content that is discriminatory, harmful, misleading, or in breach of applicable law.
NOT RECOMMENDED	Uploading large volumes of unstructured data not related to project, programme or portfolio management activities.
NOT RECOMMENDED	Using the Verto Service as a primary document management system or file storage repository.
REQUIRES APPROVAL	Granting access to Users outside the Client organisation (e.g. suppliers, contractors, partners) beyond the scope agreed in the Quote.
PROHIBITED	Interfering with or disrupting Verto's infrastructure, systems, or networks, including sending harmful content such as viruses, or engaging in activities such as overloading, flooding, spamming, or mail-bombing the Service.
PROHIBITED	Attempting to manipulate AI models within the Verto Service in ways that violate these terms, bypass safety measures, or circumvent content policies.
PROHIBITED	Sending unsolicited communications, advertisements, promotions, or spam via or in connection with the Verto Service.
PROHIBITED	Engaging in disinformation, deception, or fraudulent activities, or impersonating another person or entity, including misrepresenting your affiliation with someone else (e.g. spoofing or phishing).
PROHIBITED	Violating any applicable laws or infringing on the rights of others, including publishing someone's confidential information without their explicit consent.
PROHIBITED	Promoting or advertising products or services other than your own without proper authorisation from Verto.
PROHIBITED	Uploading or sharing content that is deceptive, fraudulent, illegal, obscene, defamatory, threatening, pornographic, or otherwise harmful. Such content will be removed and may be reported to law enforcement.
PROHIBITED	Uploading or sharing personal information about minors under the age of 16.
PROHIBITED	Sharing sensitive personal data (e.g. financial details or health information) without Verto's prior written consent as part of a Customer Agreement.

4. Security Obligations

To protect the integrity of the Verto Service and Client data, all Users must:

• Use strong, unique passwords for their Verto Service accounts and change them regularly.

• Enable multi-factor authentication (MFA) where offered or required by the Client’s security policies.

• Not share login credentials with any other person, including colleagues.

• Log out of the Verto Service when not in use, particularly on shared or public devices.

• Report any suspected unauthorised access, security incident, or vulnerability to Verto immediately at support@vertocloud.co.uk

• Comply with the Client’s own information security policies when accessing the Verto Service.

The Client is responsible for revoking access for any User who leaves the Client organisation or whose role changes such that access is no longer appropriate. Verto accepts no liability for unauthorised use resulting from the Client’s failure to revoke access promptly.

5. Use of AI Features

The Verto Service includes AI-powered features including Verto Intelligence (VI) and Verto Intelligent Partners (VIPs). Use of these features is subject to the following additional conditions:

• AI outputs must be reviewed and verified by a qualified human before being used as the basis for any business decision, governance submission, or formal report.

• Users must not input special category personal data, confidential third-party information, or classified government data into AI features without prior written agreement with Verto.

• AI features must not be used to generate content intended to mislead, deceive, discriminate against, or harm any individual or group.

• The Client acknowledges that AI outputs may be probabilistic and may not always be accurate, complete, or explainable. Verto makes no warranty as to the accuracy of AI outputs.

• Where the Verto Service is used in connection with government project delivery, Users are responsible for ensuring that AI use complies with applicable government AI ethics guidelines and procurement requirements.

6. Content Standards

All content uploaded to or created within the Verto Service by Users must:

• Be owned by or licensed to the Client, or otherwise be content the Client has the legal right to use.

• Not infringe any third party’s intellectual property rights, including copyright, trade marks, or database rights.

• Not contain personal data of third parties beyond what is necessary for legitimate project management purposes.

• Not contain material that is unlawful, defamatory, offensive, or in breach of any applicable law or regulation.

Verto reserves the right to remove content that it reasonably believes breaches this Policy, following notification to the Client where practicable.

7. Monitoring and Audit

Verto may monitor use of the Verto Service to the extent necessary to:

• Verify compliance with this Policy and the Agreement.

• Investigate reports of misuse or security incidents.

• Maintain the security, performance, and integrity of the platform.

Verto will handle any personal data accessed in the course of such monitoring in accordance with its Privacy Notice. Monitoring is not continuous and Verto does not represent that it will identify all instances of non-compliance.

8. Consequences of Breach

If Verto reasonably believes that a User or the Client is in breach of this Policy, Verto may, depending on the severity and nature of the breach:

• Issue a written warning to the Client.

• Suspend the relevant User’s access to the Verto Service immediately and without notice.

• Suspend the Client’s access to the Verto Service in accordance with the Agreement.

• Terminate the Agreement in accordance with Clause 16.3 of the Terms of Service.

Suspension or termination for breach of this Policy does not entitle the Client to any refund of fees paid. Verto will work with the Client to resolve genuine misunderstandings before exercising termination rights, except where the breach involves security, harmful content, or competitive use of the platform.

Suspension or termination of access under this Clause 8 may be carried out without liability on Verto’s part. Verto reserves the right to pursue any other remedies available to it under the Agreement or applicable law. Verto is committed to maintaining a safe and respectful environment for all users of the Verto Service.

Any questions about this Policy should be directed to the Verto Team at support@vertocloud.co.uk.

9. Reporting Misuse

If a User becomes aware of misuse of the Verto Service by another User or any third party, they should report it to Verto at support@vertocloud.co.uk. Verto will investigate all reports in good faith and maintain confidentiality to the extent practicable.

10. Amendments

Verto may update this Policy from time to time. Material changes will be notified to the Client in accordance with Clause 18.7 of the Terms of Service. The current version of this Policy is always available at https://vertocloud.co.uk/acceptable-use-policy

Continued use of the Verto Service after notification of changes constitutes acceptance of the updated Policy.