Terms of Service

Last Updated: May 1, 2026

1. Acceptance of Terms

By accessing or using Vendios (the "Service"), a CRM application built for NetSuite, you ("User," "you," or "your") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not access or use the Service. These Terms constitute a legally binding agreement between you and Vendios ("Company," "we," "us," or "our").

If you are using the Service on behalf of a business or organization, you represent that you have the authority to bind that entity to these Terms, and references to "you" include that entity.

2. Description of Service

Vendios is a CRM application designed to integrate with and extend Oracle NetSuite. The Service operates within your existing NetSuite environment and does not independently store, host, or transmit your business data on Vendios servers. All NetSuite data remains governed by your existing NetSuite agreement and data policies.

Vendios may incorporate artificial intelligence (AI) features to analyze data and provide insights. See Section 8 for details on how AI processing is handled.

3. Accounts & Beta Program

3.1 User Accounts

To access the Service, you must create an account. You agree to provide accurate and complete information when registering and to keep your account information current. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account.

3.2 Billing

Certain features of the Service require a paid subscription. By subscribing, you authorize us to charge your payment method on a recurring basis at the then-current rate. All fees are non-refundable except as required by law or as explicitly stated in our refund policy. We reserve the right to change pricing with reasonable advance notice.

3.3 Beta Access

We may designate certain features or the overall Service as "Beta" during early release periods. Beta features are provided as-is and may be unstable, incomplete, or subject to significant change. Paid Beta participants receive the same account and billing terms described above. Beta participation does not guarantee any specific feature set in the general release. Feedback provided during Beta may be used to improve the Service.

4. Account Responsibilities

You are responsible for maintaining the confidentiality of any credentials used to access the Service, including your NetSuite credentials. You agree to immediately notify us of any unauthorized use of your account. We are not liable for any loss resulting from unauthorized access to your account.

You agree to use the Service only for lawful purposes and in accordance with these Terms. You may not:

•       Use the Service in any way that violates applicable laws or regulations.

•       Attempt to gain unauthorized access to any part of the Service or its related systems.

•       Reverse engineer, decompile, or disassemble any component of the Service.

•       Use the Service to transmit harmful, offensive, or unlawful content.

•       Resell, sublicense, or otherwise transfer your access to the Service without our written consent.

5. Intellectual Property

The Service and all related content, features, and functionality — including but not limited to software, text, graphics, logos, and trademarks — are owned by Vendios or its licensors and are protected by applicable intellectual property laws.

These Terms do not grant you any right, title, or interest in the Service or our intellectual property. Any feedback, suggestions, or ideas you provide regarding the Service may be used by us without restriction or compensation to you.

6. Third-Party Integrations

The Service integrates with Oracle NetSuite and may integrate with third-party providers to deliver its full functionality, including providers of artificial intelligence, data enrichment, SMS messaging, and phone communications. Your use of those third-party services is subject to their respective terms and privacy policies. We are not responsible for the practices of third-party services.

The SMS and messaging features of the Service are provided exclusively for direct, one-to-one communication with contacts who have given their prior express written consent to receive text messages from you. Use of these features is a privilege, not a right, and is subject to the acceptable use requirements set forth below.

Permitted Use. You may only use the SMS and messaging features to send messages to contacts who have provided prior express written consent to receive SMS communications from your organization, in compliance with applicable law. All messaging activity must relate to a legitimate, documented business purpose with that contact.

Prohibited Messaging Conduct. You expressly agree not to use the SMS or messaging features of the Service to:

●      Send unsolicited messages to any individual who has not provided prior express written consent to receive SMS communications from your organization.

●      Conduct mass or bulk messaging campaigns, including broadcasting the same or substantially similar message to large numbers of recipients simultaneously.

●      Send automated, pre-scheduled, or drip-sequence messages without the recipient’s explicit opt-in consent to receive such automated communications.

●      Send messages to any contact who has previously opted out, replied STOP, or otherwise revoked consent to receive SMS communications from your organization.

●      Send messages containing false, misleading, deceptive, harassing, or unlawful content.

●      Use purchased, rented, scraped, or otherwise third-party-sourced contact lists as recipients for any SMS communication.

Regulatory Compliance. You are solely responsible for ensuring that all messaging activity conducted through the Service complies with applicable law, including the Telephone Consumer Protection Act (TCPA), the CAN-SPAM Act, CTIA Messaging Principles and Best Practices, and any other federal, state, or local regulations governing electronic communications. Vendios assumes no liability for your failure to comply with applicable messaging laws or regulations.

Suspension for Violations. Vendios reserves the right to immediately suspend or permanently revoke access to SMS and messaging features, without notice, if we determine in our sole discretion that you have violated this Section or any applicable law or carrier policy. Repeated or egregious violations may result in termination of your entire account.

7. Disclaimers & Limitation of Liability

7.1 No Warranty

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

7.2 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, VENDIOS AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES — INCLUDING LOSS OF PROFITS, DATA, OR GOODWILL — ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

8. Artificial Intelligence Processing

Vendios uses artificial intelligence and machine learning models to provide analysis, recommendations, and other features within the Service.

8.1 Data Sent to AI

In the course of using AI-powered features, data from your NetSuite environment may be transmitted to third-party AI providers for processing and analysis. This data is used solely to generate the requested output for you.

8.2 No AI Training

We do not use your data to train, fine-tune, or improve any AI or machine learning models. Your data is processed for inference purposes only and is not retained by AI providers for model training. We contractually require our AI providers to uphold this commitment.

8.3 AI Accuracy

AI-generated content and recommendations are provided for informational purposes only. You should independently verify any AI-generated output before relying on it for business decisions. We make no guarantees regarding the accuracy, completeness, or fitness of AI-generated results.

9. Modifications to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by updating the "Last Updated" date at the top of this document and, where reasonably practicable, by providing notice via the Service or email. Your continued use of the Service after any changes constitutes your acceptance of the revised Terms.

10. Termination

We may suspend or terminate your access to the Service at any time, with or without cause or notice, including for violation of these Terms. Upon termination, all licenses granted to you under these Terms will immediately cease. Sections 5, 7, 8, and 11 will survive any termination.

11. Governing Law & Disputes

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-law provisions. Any disputes arising under these Terms shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association, except that either party may seek injunctive relief in a court of competent jurisdiction.

12. Contact

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

Vendios

Email: legal@vendios.com

Website: www.vendios.com