Vendortell Terms Of Service

Last Updated: April, 2025

1. Introduction

Welcome to Vendortell. These Terms of Service ("Terms") govern your use of the services provided by Vendortell ApS ("Vendortell", "we", "us", or "our"), a Danish company with an office at Vestergade 7, 2. sal, 8600 Silkeborg, Denmark.

Vendortell provides an Intelligent Vendor and Contract Management Platform that offers vendor management, contract automation, and incentive monitoring services to enhance enterprise purchasing decisions through AI-powered solutions.

By accessing or using our platform, you ("User", "you", or "your") agree to comply with and be bound by these Terms. Please read them carefully. If you do not agree with these Terms, you may not use the Vendortell platform.

2. Definitions

"Vendortell" refers to Vendortell ApS, the company providing intelligent vendor and contract management solutions.
"Services" refers to the Vendortell platform, including vendor management, contract management, automated contract reader, and incentive calculator
"User" or "You" refers to any person or entity using the Vendortell platform.
"Contract"refers to agreements uploaded and managed within the Vendortell platform.
"Data";refers to any information uploaded, processed, or generated through the Vendortell platform.

3. Services

Vendortell offers services that include but are not limited to:

Vendor and Customer Management: Automation and AI-driven insights to optimize vendor relationships.
Contract Management: Centralized contract storage, automation, and monitoring for enhanced performance.
Automated Contract Reader: AI-powered analysis and interpretation of contract terms.
Incentive Calculator: Real-time tracking and optimization of vendor and customer incentives.

4. Account Registration and Security

4.1 Account Creation
To access and use the Vendortell platform, you must register for an account. During the registration process, you are required to provide certain information and to create a username and password. You represent and warrant that all information you provide during account registration is accurate, current, and complete, and you agree to update your information as necessary to maintain its accuracy.

4.2 Account Security
You are solely responsible for maintaining the confidentiality and security of your account credentials. You agree not to share your account credentials with any third party or allow any third party to access your account. You must immediately notify Vendortell of any unauthorized use of your account or any other breach of security that comes to your attention. Vendortell cannot and will not be liable for any loss or damage arising from your failure to comply with these security obligations.

4.3 Account Authority and Responsibility
Any actions taken through your account are deemed to be authorized by you. You acknowledge and agree that Vendortell may rely on actions and instructions received from users accessing the Services using your account credentials. You accept full responsibility for all activities that occur under your account, whether or not you have authorized such activities or actions.

4.4 Administrative Users
If you register an account on behalf of a company or other organization, you represent and warrant that you have the authority to bind that entity to these Terms. If you designate additional users as administrators, those users will also have the ability to manage your account and may have access to any content stored or processed through the Services.

5. Use of Services

5.1 Acceptable Use By accessing and using our Services, you agree to use the Vendortell platform solely for legitimate internal business purposes related to vendor management and contract analysis. You must provide accurate and complete information when using the platform, as this is essential for proper functioning of our AI-driven insights. You must comply with all applicable laws, regulations, and industry standards when using the Services. This includes data privacy laws, commercial regulations, and intellectual property protections relevant to your use of the platform. You are prohibited from using the Services for any unlawful, fraudulent, or harmful purposes, including activities that violate others' rights or interfere with the platform's performance. You may not attempt to gain unauthorized access to the Services, reverse-engineer the platform, or extract our proprietary algorithms. Additionally, you may not redistribute access to the Service or its outputs to third parties without our written consent.

5.2 API Usage
If you are provided access to our API, you must use it in accordance with our documentation and technical requirements, which may be updated periodically. The API is subject to rate limits and usage restrictions to ensure system stability. You are responsible for securing your API credentials and must not share them with unauthorized parties or expose them in public repositories. The API is provided to enhance your use of the Vendortell platform and may not be used to develop competing products or services.

5.3 Usage Limits
Your subscription plan includes specific usage limitations, such as the number of contracts, vendors, or user accounts. You are responsible for monitoring your usage to remain within these limits. If you exceed your plan's limitations, Vendortell may limit certain features until usage is reduced or charge you for overages at our current rates. We may recommend an upgrade to a more appropriate subscription tier if your usage consistently exceeds your plan's limits.

6. Data and Privacy

6.1 Data Ownership and Use You retain ownership of any data you upload to Vendortell. By using our Services, you grant Vendortell a license to use your data solely for the purpose of providing and improving our Services.

6.2 AI Training and Model Improvement
Unless you explicitly opt out by contacting our support team, you agree that Vendortell may use aggregated and anonymized data derived from your use of the Services to train, tune, and improve our AI models and algorithms. We will never use your specific contracts, vendor information, or other confidential business data in a way that could identify your organization or reveal proprietary information.

6.3 Data Retention Vendortell will retain your data for as long as your account is active or as needed to provide you with the Services. Data will be deleted upon termination of your account unless legally required to retain it longer.

6.4 Data Protection
All data submitted to Vendortell is subject to our Privacy Policy, which outlines how we collect, store, and use your personal and organizational data. By using Vendortell, you consent to the collection and processing of your data in accordance with this policy.

6.5 Security Measures
Vendortell implements reasonable administrative, technical, and physical security measures to protect your data from unauthorized access, disclosure, or misuse. These measures include encryption of data in transit and at rest, regular security assessments, and employee training on data protection practices. We are committed to continuously improving our security protocols and strive to keep your data safe at all times.

6.6 Data Processing Agreement
A Data Processing Agreement (DPA) is an integral part of the contractual relationship between you and Vendortell. This DPA governs the processing of personal data in accordance with applicable data protection regulations, including the European Union's General Data Protection Regulation (GDPR) where applicable. The standard DPA is automatically incorporated into these Terms and forms part of our agreement with you.

6.7 Confidentiality
Both parties shall maintain the confidentiality of any information disclosed in connection with the use of the platform. Vendortell commits to protecting your data in accordance with applicable data protection regulations.

6.8 Third-Party Integrations
The Services may allow you to enable or log in via various third-party services like CRM systems, ERP platforms, or procurement solutions ("Third-Party Services"). These Third-Party Services may collect information from you, including your login credentials. Your use of any Third-Party Service is subject to the Third-Party Service's terms and privacy policy, and you are solely responsible for complying with those terms. Vendortell does not control Third-Party Services and is not responsible for their availability, reliability, or data practices. You should review the privacy practices of any Third-Party Service before connecting to or using it with the Vendortell platform.

6.9 Data Integrity
To ensure optimal service performance, you must provide accurate and up-to-date purchase and contract data when using the platform. Vendortell is not responsible for inaccuracies arising from incomplete, outdated, or incorrect data input by you.

7. Liability and Disclaimer

7.1 Accuracy of Calculations and Insights
Vendortell uses advanced AI algorithms to provide insights and perform calculations on vendor contracts and incentives. While the platform is designed to ensure accuracy through AI and automation, you acknowledge and agree that: Vendortell provides all calculations, predictions, and analytics on an "as-is" basis.

- Vendortell is not liable for any errors, inaccuracies, or omissions in the calculations or insights provided.

- Vendortell shall not be responsible for any financial or business decisions made based on the data provided by the platform

- You should not rely solely on Vendortell's calculations for critical business decisions.

7.2 Disclaimer of Warranties
Vendortell provides the platform on an "as-is" and "as-available" basis, without any express or implied warranties. While we strive to provide uninterrupted access, we do not guarantee that the Services will be error-free, timely, or free from interruptions.
Vendortell disclaims all liability for:

- System downtime or outages.

- Data inaccuracies or loss.

- Any damages resulting from the use of or inability to use the platform.

- Third-party data accuracy or completeness.

7.3 Limitation of Liability
In no event shall Vendortell be liable for any direct, indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or business opportunities, arising out of or in connection with the use of the platform.
Vendortell's total liability for any claim arising under these Terms shall be limited to the amount paid by the User for the Services in the twelve (12) months preceding the claim.

7.4 Indemnification
You agree to indemnify and hold Vendortell harmless from any claims, damages, losses, or expenses (including legal fees) arising from your misuse of the platform, violation of these Terms, or breach of any applicable laws or regulations.

8. Intellectual Property

All content, features, and functionality of the Vendortell platform, including its proprietary AI algorithms and contract management tools, are the intellectual property of Vendortell. You agree not to:

- Reproduce, duplicate, copy, or exploit any part of the platform without written consent from Vendortell.
- Modify, distribute, or reverse-engineer any part of our platform.
- Remove or alter any copyright, trademark, or other proprietary notices.

9. Fees and Payment

Vendortell charges fees for the use of its Services as outlined in your subscription plan. All fees are non-refundable, except as required by law or specifically agreed upon in writing.

Failure to pay the subscription fees may result in the suspension or termination of your access to the platform.

10. Termination

10.1 Termination by Vendortell Vendortell reserves the right to terminate your access to the platform for violations of these Terms.

10.2 Termination by User You may terminate your use of the platform by providing Vendortell with written notice. Upon termination, your access to the platform will be disabled, and Vendortell will provide a copy of your data in a standard format.

10.3 Effect of Termination
Upon termination, you will lose access to your account and all data associated with it, unless otherwise specified in the termination process. All data and information obtained from the service must be deleted by you, and further access to the platform is prohibited.

11. User Support

Vendortell provides technical support for the Services via email and in-app messaging during standard business hours (9:00 am to 5:00 pm CET, Monday through Friday, excluding Danish holidays). Response times for support requests vary based on the severity of the reported issue.

Premium support packages with enhanced response times and dedicated support personnel are available for purchase.

12. Maintenance and Updates

Vendortell will strive to provide advance notice of scheduled maintenance activities that may impact platform availability or performance. Such notice will typically be communicated via email or through in-app notifications. However, in cases where critical maintenance is required to address security vulnerabilities, system failures, or other urgent issues, Vendortell reserves the right to perform immediate maintenance without prior notification. We will make reasonable efforts to minimize service disruptions and perform maintenance during periods of typically low platform usage whenever possible.

13. Feedback

If you provide Vendortell with any feedback, suggestions, or ideas regarding the Services ("Feedback"), you grant Vendortell a worldwide, perpetual, irrevocable, royalty-free license to use, reproduce, incorporate, modify, display, perform, and distribute such Feedback for any purpose without compensation to you.

14. Assignment

You may not assign these Terms or any of your rights or obligations under these Terms without Vendortell's prior written consent. Vendortell may assign these Terms and its rights and obligations to any third party without your consent.

15. Force Majeure

Vendortell shall not be liable for any failure or delay in providing its Services due to events beyond its reasonable control, including but not limited to acts of God, war, strikes, or governmental restrictions.

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of Denmark. Any disputes arising under these Terms shall be subject to the exclusive jurisdiction of the courts of Denmark.

17. Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable.

18. Entire Agreement

These Terms constitute the entire agreement between you and Vendortell regarding the Services and supersede all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning their subject matter.

19. Modifications to Terms

Vendortell may modify these Terms at any time. Any changes will be communicated through email or by posting a notice on the platform. Continued use of the platform after such changes constitutes acceptance of the new Terms.

20. Contact Information

If you have any questions regarding these Terms of Service, please contact Vendortell at:

Phone: +45 2285 1085
Emailhello@vendortell.com
Address: Vestergade 7, 2. sal, 8600 Silkeborg, Denmark


By using the Vendortell platform, you acknowledge that you have read, understood, and agree to these Terms of Service.