Terms of Service

Please review these terms carefully before accessing or operating our smart vending software platform.

Section 01

1. Agreement to Terms

These Terms of Service (“Terms”) govern access to and use of the website located at https://vendigent.com (the “Site”) and the software-as-a-service platform for managing, monitoring, and operating vending machines (the “Service”) provided by Vendigent (“Company,” “we,” “our,” or “us”).

By creating an account, accessing the Site, or using the Service, you (“Customer,” “you,” or “your”) agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, in which case “you” refers to that entity.

If you do not agree to these Terms, do not access or use the Service.

Our Privacy Policy is incorporated into these Terms by reference and describes how we collect, use, and share information.

Section 02

2. The Service

The Service allows Customers to remotely monitor, manage, and operate vending machines, including inventory tracking, sales reporting, restocking alerts, machine diagnostics, and payment reconciliation. The Service may connect to physical vending machine hardware via telemetry devices, third-party IoT connectivity, or machine APIs.

We may add, modify, or discontinue features of the Service at any time. We will provide reasonable notice of material changes that negatively affect core functionality.

Section 03

3. Accounts and Registration

  • You must provide accurate, current, and complete information when creating an account and keep it up to date.
  • You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account.
  • You must notify us promptly of any unauthorized use of your account or any other security breach.
  • You must be at least 18 years old and have the legal authority to enter into a binding contract to create an account.
Section 04

4. Subscription Plans, Fees, and Payment

  • Fees: Use of the Service requires a paid subscription as described on our Pricing page, unless otherwise agreed in writing. Fees are billed in advance on a [monthly/annual] basis unless stated otherwise.
  • Payment Processing: Payment is processed via our third-party payment processor, Stripe. By providing payment information, you authorize us (via Stripe) to charge the applicable fees to your chosen payment method.
  • Taxes: Fees are exclusive of applicable taxes, which you are responsible for unless we are required by law to collect them.
  • Auto-Renewal: Subscriptions automatically renew at the end of each billing cycle unless canceled prior to renewal in accordance with Section 8.
  • Fee Changes:We may change subscription fees with at least [30] days' prior notice. Continued use after the effective date constitutes acceptance of the new fees.
  • Late or Failed Payments: We may suspend or terminate access to the Service if payment is not received after reasonable notice.
Section 05

5. Hardware and Connected Devices

  • Vendigent provides software only. We do not manufacture, sell, lease, or provide vending machines, telemetry modules, payment terminals, or other physical hardware. Any hardware used with the Service is owned, procured, and maintained by you or your third-party hardware vendor, under separate terms between you and that vendor.
  • You are solely responsible for the installation, physical security, connectivity, and proper maintenance of your vending machines and any hardware connected to the Service.
  • We are not responsible for machine malfunctions, spoilage, theft, connectivity outages, or losses arising from hardware failure or third-party equipment. Our responsibility is limited to the proper functioning of the Vendigent software platform itself.
Section 06

6. Customer Data and End User Data

  • Customer Data:You retain ownership of data you input into the Service and data generated by your vending machines (“Customer Data”). You grant us a license to host, process, and use Customer Data solely to provide and improve the Service.
  • End User Data:If your use of the Service involves collecting data about individuals who purchase from your vending machines (“End Users”), you are responsible for ensuring you have the necessary rights, consents, and legal basis to share that data with us, and for providing any required notices to End Users.
  • Aggregated/Anonymized Data: We may use aggregated or de-identified data derived from use of the Service for analytics, benchmarking, and Service improvement, provided such data does not identify you or any End User.
  • Data Processing Agreement: If required by applicable data protection law, the parties will enter into a separate Data Processing Agreement governing our processing of personal data on your behalf.
Section 07

7. Acceptable Use

You agree not to:

  • Use the Service for any unlawful purpose or in violation of any applicable law or regulation
  • Interfere with or disrupt the integrity or performance of the Service or connected hardware
  • Attempt to gain unauthorized access to the Service, other accounts, or related systems or networks
  • Reverse engineer, decompile, or disassemble the Service, except to the extent permitted by law
  • Use the Service to process fraudulent transactions or facilitate illegal sales (e.g., restricted or age-gated products without proper verification)
  • Resell, sublicense, or provide access to the Service to third parties without our written consent
  • Upload or transmit malicious code, viruses, or harmful data

We reserve the right to suspend or terminate accounts that violate this section.

Section 08

8. Term, Cancellation, and Termination

  • Term: These Terms remain in effect for as long as you use the Service.
  • Cancellation by You: You may cancel your subscription at any time through your account settings or by contacting info@vendigent.com. Cancellation takes effect at the end of the current billing cycle unless otherwise stated.
  • Termination by Us: We may suspend or terminate your access to the Service if you breach these Terms, fail to pay fees when due, or if required by law.
  • Effect of Termination: Upon termination, your right to access the Service ends. We will make Customer Data available for export for [30] days following termination, after which it may be deleted in accordance with our data retention practices.
Section 09

9. Intellectual Property

The Service, including all software, design, text, graphics, and trademarks, is owned by us or our licensors and is protected by intellectual property laws.

These Terms do not grant you any rights to our trademarks, logos, or branding without prior written consent.

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

Section 10

10. Third-Party Services

The Service may integrate with third-party services (e.g., payment processors, accounting software, IoT connectivity providers). We are not responsible for the availability, accuracy, or practices of third-party services, and your use of them is subject to their own terms and privacy policies.

Section 11

11. Disclaimers

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND UNINTERRUPTED OR ERROR-FREE OPERATION. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, OR THAT CONNECTED HARDWARE WILL FUNCTION WITHOUT FAILURE.

Section 12

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, [COMPANY NAME] AND ITS OFFICERS, EMPLOYEES, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING FROM YOUR USE OF THE SERVICE. OUR TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF THESE TERMS SHALL NOT EXCEED THE AMOUNT PAID BY YOU FOR THE SERVICE IN THE [12] MONTHS PRECEDING THE CLAIM.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.

Section 13

13. Indemnification

You agree to indemnify and hold harmless Vendigent and its officers, employees, and affiliates from any claims, damages, liabilities, and expenses (including reasonable attorneys' fees) arising from your use of the Service, your violation of these Terms, or your violation of any rights of a third party (including End Users).

Section 14

14. Service Level and Support

[If applicable, describe uptime commitments, support hours, and response times, or reference a separate SLA document for paid tiers.]

Section 15

15. Modifications to These Terms

We may update these Terms from time to time. We will provide notice of material changes (e.g., via email or in-app notification) at least [X] days before they take effect. Continued use of the Service after changes take effect constitutes acceptance of the revised Terms.

Section 16

16. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict of law principles. Any disputes arising from these Terms shall be resolved in the state or federal courts located in Delaware, or, at our election, in courts located in Travis County, Texas, and you consent to the personal jurisdiction of such courts.

Section 17

17. General Provisions

  • Entire Agreement: These Terms, together with the Privacy Policy and any order forms or separate agreements, constitute the entire agreement between you and us regarding the Service.
  • Severability: If any provision is found unenforceable, the remaining provisions remain in full effect.
  • No Waiver: Failure to enforce any provision is not a waiver of our right to enforce it later.
  • Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
  • Force Majeure: We are not liable for delays or failures due to causes beyond our reasonable control.
Section 18

18. Contact Us

For questions or notices regarding these Terms, contact us at:

Office Address

Vendigent
1005 Congress Avenue, Suite 925
Austin, TX 78701