Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the Venduris platform and related services (“Services”) provided by Venduris, Inc. (“Venduris”, “we”, “us”, or “our”).

By accessing or using the Services, you agree to be bound by these Terms.

1. Eligibility

You must be at least 18 years old and authorized to act on behalf of a company or organization to use the Services.

2. Services Overview

Venduris provides a software platform for managing SaaS contracts, renewals, vendor relationships, and related data.

The Services are provided on a subscription or early-access basis and may evolve over time.

3. Customer Accounts

You are responsible for:

• Maintaining the confidentiality of your login credentials

• All activities conducted under your account

• Ensuring that users in your organization comply with these Terms

You must notify us immediately of any unauthorized access.

4. Customer Data

Ownership

You retain all rights to data you upload to the Services (“Customer Data”).

License

You grant Venduris a limited, non-exclusive license to process Customer Data solely to provide and improve the Services.

Responsibility

You are responsible for the accuracy, legality, and use of Customer Data.

5. Acceptable Use

You agree not to:

• Use the Services for unlawful purposes

• Attempt to gain unauthorized access to the system

• Interfere with or disrupt the Services

• Reverse engineer or attempt to extract source code

• Upload malicious or harmful content

6. Security and Access

Venduris implements security measures to protect Customer Data, including access controls, encryption, and monitoring.

However, you are responsible for:

• Managing user access within your organization

• Using strong authentication practices

• Reviewing access permissions regularly

7. Availability and Changes

We aim to provide reliable access to the Services but do not guarantee uninterrupted availability.

We may:

• Modify or improve features

• Add or remove functionality

• Perform maintenance or updates

We will use reasonable efforts to minimize disruption.

8. Fees and Payment

If applicable:

• Fees are described at the time of purchase or agreement

• Payments are due as agreed (e.g. subscription, early access)

• Fees are non-refundable unless stated otherwise

For founding or early-access offers, pricing and conditions may be subject to specific terms communicated separately.

9. Confidentiality

Each party agrees to protect the other’s confidential information and use it only for purposes related to the Services.

Confidential information includes business data, contracts, pricing, and non-public technical details.

10. Intellectual Property

Venduris retains all rights, title, and interest in the Services, including software, design, and underlying technology.

These Terms do not grant you ownership of the platform or its components.

11. Data Protection

We process personal data in accordance with our Privacy Policy.

For Customer Data, Venduris acts as a processor on behalf of the customer.

12. Termination

You may stop using the Services at any time.

We may suspend or terminate access if:

• You violate these Terms

• Your use poses a security risk

• Required by law

Upon termination:

• Access to the Services may be revoked

• Customer Data may be deleted after a reasonable retention period

13. Disclaimer

The Services are provided “as is” and “as available”.

To the maximum extent permitted by law, Venduris disclaims all warranties, including:

• Merchantability

• Fitness for a particular purpose

• Non-infringement

14. Limitation of Liability

To the extent permitted by law:

Venduris shall not be liable for indirect, incidental, or consequential damages, including loss of profits, data, or business opportunities.

Total liability shall not exceed the amount paid by you to Venduris in the 12 months preceding the claim.

15. Indemnification

You agree to indemnify and hold Venduris harmless from claims arising from:

• Your use of the Services

• Your Customer Data

• Your violation of these Terms

16. Governing Law

These Terms are governed by the laws of:

• The State of Delaware, United States (if contracting with Venduris, Inc.), or

• Switzerland (if services are provided by a Swiss entity)

The applicable entity will be specified in your agreement or invoice.

17. Changes to These Terms

We may update these Terms from time to time.

We will notify users of material changes where required. Continued use of the Services constitutes acceptance of the updated Terms.

18. Contact

For questions regarding these Terms:

Email: legal @ venduris.com

19. Future Corporate Structure

Venduris may operate through different legal entities over time, including potential establishment in Switzerland. These Terms will continue to apply to the Services regardless of the operating entity, with equivalent protections and obligations.