The contract between you and Vendi.

These Terms of Service ("Terms") are a binding agreement between you (or the entity you represent — collectively, "you") and Vendi Inc., a company registered in Ontario, Canada ("Vendi", "we", "our"). By creating an account, connecting a channel, or otherwise using the Vendi service ("Service"), you agree to these Terms and our Privacy Policy.

Vendi is a business-to-business service. You must be at least 18 years old and have authority to bind the business or organization you represent, and use the Service only for legitimate business purposes.

Vendi is an AI-assisted work and communication platform for professionals and businesses. The Service lets you connect the channels Vendi supports — Gmail (via our authorized provider Nylas), WhatsApp Business (via Meta), and AI Phone (via Twilio) — into a unified inbox where Vendi:

• Triages inbound messages (urgency, intent, sentiment).
• Generates a summary and a draft reply grounded in the thread context.
• Sends the reply you authorize back through the original channel and records the message history.

Vendi is an operational layer — it does not replace your underlying accounts. You retain control over supported connected services. Where Vendi provides a self-service disconnect control, you may use it to disable that integration. For services without a self-service disconnect, you may contact Vendi using the support method identified in these Terms.

• You may register with the sign-in options offered on the Vendi sign-in page.
• You are responsible for all activity that occurs under your account, including approvals you authorize. Keep your credentials confidential and notify sales@vendi.so immediately if you suspect unauthorized access.
• One person, one identity. You may not share an account or impersonate another person or business.

4.1 Plans

Vendi offers one or more subscription options. The plans currently offered, their features, and the applicable fees are shown on the Vendi pricing page and at the point of purchase. Where a plan or promotional offer is presented to you, those terms apply in addition to these Terms.

4.2 Billing & renewal

Paid plans are billed in advance on the cadence you select at purchase. Subscriptions renew automatically at the end of each billing period unless cancelled before renewal. Cancellation takes effect at the end of the current paid period — there is no pro-rated refund for partial periods, except where required by law.

4.3 Trials and promotions

Where Vendi offers a free trial or promotional period, the specific terms (duration, conversion behavior, and cancellation window) are shown when you enroll and are what governs your enrollment. Unless the specific terms shown at enrollment state otherwise, a trial ends at the stated end date without automatically converting to a paid subscription.

4.4 Taxes

Prices exclude applicable taxes. You are responsible for any sales, VAT, GST, or similar taxes assessed in your jurisdiction.

4.5 Failure to pay

If we cannot collect payment after reasonable retries, we may restrict outbound sends or suspend the account. Your data remains in your tenant during this period and can be recovered in accordance with the deletion policy.

• Review every approval. AI may produce inaccurate, incomplete, or contextually inappropriate output. Read each draft before approving.
• No guarantee of accuracy. Vendi does not warrant that AI summaries or drafts are factually correct, legally compliant, or fit for any particular purpose.
• Regulated content. You are responsible for compliance with sector-specific rules that apply to your messages (e.g., financial advice, medical claims, GDPR/UK GDPR for marketing, TCPA for SMS, CASL for Canadian email).
• Use of your data. Vendi processes your connected communication content only to provide you with Vendi's user-facing features (summaries, drafts, classification). Vendi does not use your connected communication content to develop or improve Vendi's own generalized AI/ML models. See Privacy §4.

When you connect a third-party service, you authorize Vendi to act on your behalf within the OAuth or provider scopes you grant. Your use of each connected service is also governed by its own terms:

• Google (Gmail & Google Calendar). Vendi's use of Google user data is governed by the Google API Services User Data Policy, including the Limited Use requirements. We disclose the exact scopes and uses in Privacy §4.
• Meta (WhatsApp Business). You agree to Meta's WhatsApp Business Messaging Policy and Meta Platform Terms. Vendi supports WhatsApp Business only, via Meta's official Cloud API and Embedded Signup. Vendi does not support Personal WhatsApp, Instagram messaging, or Facebook Messenger.
• Twilio (AI Phone). AI Phone (voice) is provided via Twilio. Vendi provisions and operates the Twilio resources used for AI Phone; Twilio's applicable terms and telecom rules apply to the underlying voice service. Any additional messaging channels Vendi may make available through Twilio will be governed by the same third-party rules together with any specific in-product terms shown to you at enrollment.

Disconnecting a supported integration stops Vendi from using that connection for new processing according to the integration-specific behavior described in Vendi's Data Deletion Instructions. Provider-side records, webhook subscriptions, or retained disconnected connector records may continue to exist where described there.

You agree not to use Vendi to:

• Send unsolicited bulk messages, spam, deceptive marketing, or messages prohibited by the platform you're sending through (e.g., WhatsApp marketing without opt-in).
• Harass, threaten, defame, or send messages that violate someone's privacy.
• Impersonate any person or organisation, or send messages on behalf of a business you do not own or are not authorised to represent.
• Distribute malware, phishing links, or content that infringes copyright, trademark, or other intellectual-property rights.
• Reverse engineer, decompile, or attempt to extract source code, model weights, or the underlying prompts and tooling of the Service, except to the extent expressly permitted by law.
• Use the Service to build or improve a competing AI communications product.
• Probe, scan, or test the vulnerability of Vendi systems without Vendi's prior written authorization.
• Process special-category data (e.g., government-issued IDs, biometric data, health data, payment card numbers in message bodies) without a lawful basis and adequate safeguards.

We may suspend or terminate accounts that violate these rules, and report unlawful activity to the relevant authorities.

You own your customer data. The messages, contacts, communication and AI drafting preferences, approvals, and message history created inside your workspace belong to you. Vendi stores them in your isolated tenant and processes them solely to provide the Service.

You grant Vendi a non-exclusive, worldwide, royalty-free licence to host, copy, transmit, and process your customer data only as needed to deliver the Service, secure it, and operate the Service using aggregated and anonymised usage statistics that cannot be traced back to any individual.

On termination, retention and deletion of Customer data follow the retention and deletion policy. Where an export mechanism is made available in-product, you may use it during the period Vendi communicates; otherwise you may contact sales@vendi.so to request an export before Vendi proceeds with deletion.

The Service — including the Vendi brand, software, models, prompts, UI, tools, documentation, and design system — is owned by Vendi or its licensors and protected by intellectual-property laws.

We grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service for your internal business operations during your subscription. All rights not expressly granted are reserved.

Feedback. If you submit suggestions, bug reports, or feature ideas, you grant us a perpetual, royalty-free licence to use them to improve the Service, without obligation or attribution.

By you. You may cancel your subscription through the cancellation method Vendi makes available for your subscription, or by contacting sales@vendi.so. Cancellation takes effect at the end of the current paid period unless applicable law provides otherwise.

By Vendi. We may suspend or terminate your account immediately if you breach these Terms, fail to pay, or expose the Service or other users to material risk. We will give reasonable notice where practical.

Sections that by their nature should survive termination — including AI-output responsibility, customer-data ownership, IP, warranties, liability, indemnification, and governing law — will survive.

The Service is provided "as is" and "as available". To the maximum extent permitted by law, Vendi disclaims all warranties — express, implied, statutory, or otherwise — including merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that the Service will be uninterrupted, error-free, or that AI outputs will be accurate. You assume the risk of relying on AI drafts and summaries.

To the maximum extent permitted by law, Vendi's aggregate liability for any claim arising out of or related to the Service is limited to the greater of (a) the fees you paid Vendi in the 12 months immediately preceding the claim, or (b) one hundred U.S. dollars (US $100).

In no event will Vendi be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, lost data, or business interruption — even if we have been advised of the possibility of such damages.

Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability for consequential or incidental damages, so the above limits may not apply to you in full.

You agree to defend, indemnify, and hold Vendi (and its officers, employees, and agents) harmless from any claim, damages, loss, or expense (including reasonable attorneys' fees) arising out of:

• Your content or messages sent via the Service, including approvals you authorize;
• Your breach of these Terms or any law;
• Your violation of any third party's rights (privacy, IP, publicity, etc.).

We will indemnify you against third-party claims that the Service itself (as provided by us and used per these Terms) infringes the intellectual-property rights of a third party, subject to commercially reasonable cooperation and limits.

These Terms are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles.

Subject to any mandatory rights that cannot legally be waived, the parties submit to the jurisdiction of the courts located in Ontario, Canada.

If you are a consumer in the EU/EEA or UK, mandatory consumer-protection rules of your country of residence continue to apply.

We may update these Terms from time to time. Material changes will be announced by email and an in-app banner at least 14 days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the revised Terms. If you do not agree to the revised Terms, you may cancel your account.

For legal questions, notices, or service of process:

• Contact — sales@vendi.so
• Vendi Inc., Ontario, Canada

We acknowledge legal notices within a reasonable period.