Legal Agreement

Terms of Service

These terms govern your use of Transfilio's file transfer platform. Please read them carefully before using our services.

Effective Date: March 1, 2026
1

Agreement to Terms

By accessing or using Transfilio ("Service"), operated by Transfilio, Inc. ("Company," "we," "us," or "our") at transfilio.com, you ("Customer," "you," or "your") agree to be bound by these Terms of Service ("Terms"). If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

Key Point: By creating an account or using Transfilio, you accept these Terms in full. If you do not agree, do not use the Service.

2

Description of Service

Transfilio is a business-to-business (B2B) software-as-a-service (SaaS) platform that enables organizations to securely transfer, share, and manage files. The Service includes, but is not limited to:

  • File Transfer & Sharing — Upload, transfer, and share files with configurable access controls, expiration dates, password protection, and download limits.
  • API Access — RESTful API for programmatic file management, integration with third-party systems, and automated workflows via webhooks.
  • Workspace Management — Collaborative workspaces with role-based access control, team management, custom branding, and audit logging.
  • File Request Portals — Branded upload portals that allow external parties to securely submit files to your workspace.
  • Analytics & Reporting — Transfer analytics, usage dashboards, and exportable reports for compliance and operational insight.
3

Account Registration and Security

To use the Service, you must create an account by providing accurate, current, and complete information. You are responsible for:

  • Maintaining the confidentiality of your account credentials, including passwords and API keys.
  • All activities that occur under your account, whether authorized or unauthorized.
  • Promptly notifying Transfilio of any unauthorized use of your account or any other security breach.
  • Ensuring that all users within your workspace comply with these Terms.

Transfilio reserves the right to suspend or terminate accounts that violate these Terms or pose a security risk to the platform. We support passwordless authentication via magic links and encourage the use of strong, unique credentials.

4

Acceptable Use Policy

4.1 Permitted Use

You may use Transfilio for lawful business purposes in accordance with your subscription plan. This includes transferring, storing, and sharing files that you own or have the right to distribute.

4.2 Prohibited Activities

You agree not to use the Service to:

  • Upload, transfer, or share illegal content, including materials that infringe intellectual property rights.
  • Distribute malware, viruses, ransomware, or other harmful code.
  • Attempt to gain unauthorized access to other accounts, systems, or networks.
  • Circumvent or disable security features, rate limits, or usage restrictions.
  • Use the Service for cryptocurrency mining, automated scraping, or resource-intensive processes unrelated to file transfer.
  • Resell, sublicense, or redistribute access to the Service without prior written consent.
5

Intellectual Property Rights

Your Content. You retain all ownership rights in the files and content you upload to Transfilio. By using the Service, you grant us a limited, non-exclusive license to store, process, and transmit your content solely to provide the Service.

Our Platform. The Service, including its design, features, code, documentation, trademarks, and all underlying technology, is owned by Transfilio, Inc. and protected by intellectual property laws. These Terms do not grant you any right to use Transfilio's trademarks, logos, or branding without prior written permission.

Feedback. If you provide suggestions, ideas, or feedback about the Service, you grant Transfilio an irrevocable, royalty-free license to use and incorporate that feedback without obligation to you.

6

File Storage and Transfer

Upload Limits

Maximum file sizes and storage quotas are determined by your subscription plan. Attempts to exceed plan limits will be gracefully restricted with clear upgrade guidance.

File Retention

Files are retained according to your plan's retention policy. Expired share links and their associated files are automatically deleted after the configured retention period.

Data Deletion

You may delete files at any time through the dashboard or API. Upon account termination, all files are permanently deleted within 30 days unless a longer retention is required by law.

Encryption

All files are encrypted at rest (AES-256) and in transit (TLS 1.3). Transfilio does not access or inspect your files except as required to provide the Service or comply with law.

7

Payment Terms

7.1 Subscription Billing

Paid plans are billed in advance on a monthly or annual basis. All fees are non-refundable unless otherwise stated. Your subscription automatically renews at the end of each billing period unless you cancel before the renewal date.

7.2 Free Trial

We may offer a free trial period for paid plans. No credit card is required to start a trial. At the end of the trial, your account will revert to the Free plan unless you subscribe.

7.3 Plan Changes

You may upgrade your plan at any time; upgrades take effect immediately and are prorated for the remainder of the billing cycle. Downgrades take effect at the start of the next billing period. If your downgraded plan has lower limits than your current usage, you will need to reduce usage before the change takes effect.

7.4 Refund Policy

Annual subscriptions are eligible for a prorated refund within the first 30 days of the initial purchase. Monthly subscriptions are non-refundable. Refund requests should be directed to billing@transfilio.com.

8

Service Level Agreement

99.9% Uptime Commitment

Transfilio commits to 99.9% monthly uptime for all paid plans, excluding scheduled maintenance.

Uptime Calculation. Uptime is measured as the percentage of total minutes in a calendar month during which the Service is available. Scheduled maintenance windows (communicated at least 48 hours in advance) are excluded from uptime calculations.

Service Credits. If monthly uptime falls below 99.9%, affected customers on paid plans may request service credits as follows:

Monthly Uptime Service Credit
99.0% - 99.9% 10% of monthly fee
95.0% - 99.0% 25% of monthly fee
Below 95.0% 50% of monthly fee

Service credits must be requested within 30 days of the incident. Credits are applied to future invoices and do not exceed 50% of the monthly fee. Credits are not available for free-tier accounts.

9

Limitation of Liability

Important Legal Clause

Please read this section carefully as it limits the liability of Transfilio, Inc. and its affiliates.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ZIPSHARE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.

IN NO EVENT SHALL ZIPSHARE'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO ZIPSHARE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED US DOLLARS ($100).

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

10

Indemnification

You agree to indemnify, defend, and hold harmless Transfilio, Inc. and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to:

  • Your use of the Service in violation of these Terms.
  • Content you upload, transfer, or share through the Service.
  • Your violation of any applicable law, regulation, or third-party right.
  • Any unauthorized access to or use of the Service through your account.
11

Data Processing Agreement

GDPR & Data Protection Compliance

This section serves as the Data Processing Agreement (DPA) between you (the Data Controller) and Transfilio (the Data Processor) as required under GDPR and other applicable data protection laws.

11.1 Processing Scope

Transfilio processes personal data solely for the purpose of providing the Service as described in these Terms. The types of personal data processed include account information (name, email address), file metadata (file names, sizes, timestamps), access logs (IP addresses, user agents), and usage analytics. Transfilio does not access or process the contents of your files except as technically necessary to deliver the Service (e.g., encryption, transmission, storage).

11.2 Data Controller and Processor Roles

You are the Data Controller, determining the purposes and means of processing personal data. Transfilio acts as the Data Processor, processing personal data only on your documented instructions and solely to provide the Service. Transfilio will not process personal data for any other purpose without your prior written consent.

11.3 Sub-Processors

Transfilio may engage sub-processors to assist in providing the Service. We maintain a current list of sub-processors at transfilio.com/security. We will notify you of any new sub-processors at least 30 days before engagement. If you object to a new sub-processor, you may terminate your subscription without penalty within that 30-day period.

11.4 Security Measures

Transfilio implements appropriate technical and organizational measures to protect personal data, including:

  • AES-256 encryption at rest and TLS 1.3 encryption in transit.
  • Role-based access controls and principle of least privilege for internal systems.
  • Regular security assessments, penetration testing, and vulnerability scanning.
  • Immutable audit logs for all data access and processing activities.
  • Data backup and disaster recovery procedures with defined recovery objectives.
  • Employee security training and confidentiality agreements.

11.5 Data Subject Rights

Transfilio will assist you in responding to data subject requests (access, rectification, erasure, portability, restriction, and objection) to the extent technically feasible. Data export functionality is available through the dashboard and API.

11.6 Data Breach Notification

In the event of a personal data breach, Transfilio will notify you without undue delay and no later than 72 hours after becoming aware of the breach, providing all information required under Article 33 of the GDPR.

11.7 International Data Transfers

Where personal data is transferred outside the European Economic Area, Transfilio relies on Standard Contractual Clauses (SCCs) approved by the European Commission, supplemented by additional safeguards where necessary. Details are available upon request.

12

Termination

By You. You may terminate your account at any time through the dashboard settings. Termination takes effect at the end of the current billing period for paid plans.

By Transfilio. We may suspend or terminate your access to the Service immediately if you breach these Terms, fail to pay applicable fees, or if continued provision of the Service becomes commercially impracticable or legally prohibited.

Effect of Termination. Upon termination, your right to use the Service ceases immediately. You may export your data within 30 days of termination. After 30 days, all data associated with your account will be permanently deleted. Provisions that by their nature should survive termination (including Sections 5, 9, 10, 11, and 13) will survive.

13

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict of law provisions.

Any disputes arising out of or related to these Terms or the Service shall be resolved exclusively in the state or federal courts located in Wilmington, Delaware. You consent to the personal jurisdiction of such courts and waive any objection to venue therein.

For customers located in the European Union, nothing in this section limits your rights under mandatory consumer protection laws of your country of residence, to the extent applicable.

14

Changes to Terms

Transfilio reserves the right to modify these Terms at any time. We will provide at least 30 days' notice of material changes via email to the address associated with your account and/or a prominent notice on the Service.

Your continued use of the Service after the effective date of revised Terms constitutes acceptance of the changes. If you disagree with revised Terms, you must stop using the Service and may terminate your account as described in Section 12.

15

Contact

If you have any questions about these Terms of Service, please contact us:

Legal Inquiries

legal@transfilio.com

Billing Support

billing@transfilio.com

Data Protection

privacy@transfilio.com

Mailing Address

Transfilio, Inc.
Wilmington, DE 19801
United States

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