Terms of Service

1. Introduction & Acceptance

These Terms of Service ("Terms") govern your access to and use of the Vendorm8 platform, available at vendorm8.com (the "Service"), operated by Kiricode OÜ (registry code pending), a company registered in Estonia with its registered office at Saaruste tee 24, Sausti küla, Harjumaa, 75415, Estonia ("we", "us", or "Kiricode").

By accessing or using the Service, you agree to be bound by these Terms. If you do not agree, you must not use the Service. You must be at least 18 years of age to use the Service. 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, and "you" refers to both you individually and the organization.

2. Description of Service

Vendorm8 is a cloud-based, business-to-business (B2B) software-as-a-service (SaaS) platform for vendor and contract management. The Service provides the following features:

• Vendor registry and profile management
• Contract lifecycle management and tracking
• Automated contract renewal and expiry reminders
• File storage for contract documents (up to 10 MB per file)
• Team collaboration with role-based access control
• CSV import and export of vendor data
• Audit logging of entity changes
• Reporting and analytics dashboards

We may add, modify, or discontinue features of the Service at our discretion, with reasonable notice for material changes.

3. Account Registration & Security

To use the Service, you must register an account by providing accurate, complete, and current information. Email verification is required to activate your account. Each registration creates a single organization; additional team members may be invited by organization administrators.

You are responsible for maintaining the confidentiality of your password and for all activities that occur under your account. You agree to notify us immediately at support@vendorm8.com if you become aware of any unauthorized access to or use of your account.

We reserve the right to suspend or terminate accounts that we reasonably believe are involved in fraudulent or unauthorized activity.

4. Subscription & Billing

Free Trial. New accounts receive a 14-day free trial with access to all features. No credit card is required during the trial period.

Pricing. Subscription pricing is as published on our website. We reserve the right to change pricing at any time, with at least 30 days' email notice to existing subscribers before the new pricing takes effect.

Billing. Subscriptions are billed monthly via Stripe and auto-renew unless cancelled before the end of the current billing period. Applicable taxes are calculated and collected by Stripe in accordance with applicable law.

Refunds. No refunds are provided for partial billing periods. Refunds outside of this policy are at our sole discretion.

Non-Payment. If your subscription expires or payment fails, access to the Service will be restricted. Your data will be retained for 90 days following expiration, after which it may be permanently deleted.

5. Acceptable Use

You agree to use the Service only for lawful purposes and in compliance with all applicable laws and regulations. You may not:

• Upload malicious content, malware, or any harmful files
• Attempt unauthorized access to the Service or its systems
• Reverse engineer, decompile, or disassemble any part of the Service
• Use the Service for any illegal or unauthorized purpose
• Abuse the API or Service infrastructure through automated scraping or excessive requests
• Share account credentials with unauthorized third parties
• Upload content unrelated to vendor and contract management operations

We reserve the right to investigate and take appropriate action against violations, including suspending or terminating your account.

6. Intellectual Property

The Service, including its design, code, features, logos, and documentation, is owned by Kiricode OÜ and is protected by intellectual property laws. During the term of your subscription, we grant you a limited, non-exclusive, non-transferable, revocable license to use the Service for your internal business purposes.

You retain full ownership of all data, documents, and content you upload to the Service ("Your Content"). By using the Service, you grant us a limited license to process Your Content solely for the purpose of providing and improving the Service.

Any feedback, suggestions, or ideas you provide regarding the Service may be used by us without any obligation or compensation to you.

7. Data Processing & Privacy

Our collection and use of personal data is governed by our Privacy Policy, which forms part of these Terms.

Where your organization processes personal data of individuals in the European Union through the Service, we act as a data processor on your behalf under Article 28 of the General Data Protection Regulation (GDPR). A Data Processing Agreement (DPA) is available upon request by contacting support@vendorm8.com.

8. Service Availability

We strive to maintain high availability of the Service but do not guarantee uninterrupted access. The Service is provided on a best-effort basis without a formal service level agreement (SLA). We are not liable for downtime caused by third-party infrastructure providers, internet connectivity issues, or circumstances beyond our reasonable control.

Planned maintenance will be communicated in advance where reasonably practicable.

9. Limitation of Liability

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

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, KIRICODE OÜ'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

IN NO EVENT SHALL KIRICODE OÜ BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL.

Important: Vendorm8 provides contract renewal reminders as a convenience feature. We are not liable for missed contract renewal dates, unwanted auto-renewals, or any financial consequences arising from the failure of the reminder system to deliver notifications, whether due to technical issues, configuration errors, or any other reason. You remain solely responsible for tracking your contract obligations.

10. Indemnification

You agree to indemnify, defend, and hold harmless Kiricode OÜ, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) your violation of these Terms; (b) Your Content or your use of the Service; or (c) your violation of any applicable law or regulation.

11. Termination

By You. You may cancel your subscription at any time through the Stripe customer portal accessible from your account settings. Your access will continue until the end of your current billing period.

By Us. We may terminate or suspend your account if you violate these Terms, fail to pay subscription fees, or after 12 months of account inactivity.

Effect of Termination. Upon termination, your data will be retained for 90 days, during which you may request data export. After 90 days, your data may be permanently deleted. To request account deletion, contact support@vendorm8.com.

12. Modifications to Terms

We reserve the right to modify these Terms at any time. For material changes, we will provide at least 30 days' notice via email to the address associated with your account. Your continued use of the Service after the effective date of any modifications constitutes your acceptance of the updated Terms.

13. Governing Law & Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Republic of Estonia, without regard to its conflict of law principles.

In the event of a dispute arising out of or relating to these Terms, the parties agree to first attempt informal resolution through good-faith negotiation for a period of 30 days. If the dispute is not resolved informally, it shall be submitted to the exclusive jurisdiction of the courts of Harju County, Estonia.

Nothing in these Terms affects your rights as a consumer under mandatory consumer protection laws of the European Union or your country of residence. For EU consumers, the European Commission provides an online dispute resolution platform at https://ec.europa.eu/consumers/odr.

14. General Provisions

Entire Agreement. These Terms, together with our Privacy Policy, constitute the entire agreement between you and Kiricode OÜ regarding the Service and supersede all prior agreements and understandings.

Severability. If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.

No Waiver. Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.

Assignment. You may not assign or transfer your rights under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction.

Force Majeure. Neither party shall be liable for delays or failure to perform resulting from circumstances beyond its reasonable control, including but not limited to natural disasters, war, terrorism, pandemics, government actions, or failures of third-party services.

15. Contact

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