Terms of use

These Terms of Service (“Terms”) govern your access to and use of VendorDesk (“VendorDesk”, “we”, “us” or “our”), including our website, application and related services.

By creating an account, purchasing a subscription or using VendorDesk, you agree to these Terms.

VendorDesk is a software service for facilities and property teams to request, collect, review and track vendor paperwork.

1. About VendorDesk

VendorDesk provides software that helps businesses manage information and paperwork relating to their vendors.

VendorDesk provides tools for:

• Creating vendor and building records

• Sending paperwork requests

• Collecting uploaded documents

• Reviewing submissions

• Tracking outstanding paperwork

• Tracking document expiry information

• Sending reminders and notifications

• Maintaining request and document history

VendorDesk does not determine what paperwork a customer is legally required to obtain from a vendor and does not provide legal, regulatory, compliance or professional advice.

Customers remain responsible for deciding what information and paperwork they require from their vendors.

2. Eligibility and business use

VendorDesk is intended for use by businesses, organisations and their authorised personnel.

By using VendorDesk, you represent that:

• You are authorised to enter into these Terms on your own behalf or on behalf of the organisation you represent.

• You will provide accurate account information.

• You will keep your login credentials secure.

• You will only use VendorDesk for legitimate business purposes.

• You will comply with applicable laws and regulations.

You must not allow another person to use your account credentials where doing so would compromise the security of your account.

3. Your account

You are responsible for:

• Maintaining accurate account information

• Keeping your password and authentication information secure

• Ensuring that people using your company's VendorDesk account are authorised to do so

• Activities carried out through your account

You should notify us promptly if you believe your account has been accessed without authorisation.

VendorDesk may suspend access where reasonably necessary to protect the service, users or security of the platform.

4. Company accounts and team members

A VendorDesk company account may allow multiple authorised users to access the organisation's information.

The company owner or authorised administrators are responsible for:

• Inviting appropriate users

• Managing team access

• Removing users who should no longer have access

• Ensuring that users are appropriately authorised to access company information

Users must not attempt to access another company's information or accounts.

5. Subscriptions and fees

VendorDesk is provided through a paid subscription.

The price, billing frequency and other commercial details applicable to your subscription will be presented during checkout or through the VendorDesk billing interface.

Subscriptions are processed through our third-party payment provider, currently Polar.

By subscribing, you authorise the applicable subscription and recurring charges presented during checkout.

We may change our pricing for future subscription periods. Where required, we will provide reasonable notice before changes take effect.

6. Subscription cancellation

You may cancel your subscription using the available VendorDesk or subscription-management functionality.

Where cancellation takes effect at the end of the current billing period, your account may continue to have access until that period ends.

Cancellation does not automatically delete your account or historical information.

Any refunds or credits will be handled according to the applicable subscription terms presented at purchase and applicable law.

7. Failed or overdue payments

If a subscription payment fails or a subscription otherwise becomes unpaid, VendorDesk may restrict access to the paid application.

Where appropriate, we may allow a reasonable period for payment to be recovered.

VendorDesk may suspend or terminate access where a subscription remains unpaid.

8. Your content

You retain your rights in information, documents and other content that you or your authorised users submit to VendorDesk (“Customer Content”).

You grant VendorDesk the limited rights necessary to host, store, process, transmit and display Customer Content solely to provide and operate the VendorDesk service.

For example, this may include processing information to:

• Send a paperwork request

• Allow a vendor to upload a document

• Store and retrieve a document

• Display information to authorised users

• Send service-related notifications

• Maintain request and audit history

• Provide technical support

We do not claim ownership of your Customer Content.

9. Your responsibility for Customer Content

You are responsible for your Customer Content.

You represent that you have the rights, permissions and lawful basis necessary to provide that information to VendorDesk and to use it as part of the VendorDesk service.

You must not upload or use VendorDesk to process information where doing so would violate applicable law or the rights of another person.

You should only provide information that is reasonably necessary for your use of VendorDesk.

10. Vendor and third-party information

You may use VendorDesk to manage information about vendors, contractors, employees and other third parties.

You are responsible for ensuring that:

• You are entitled to collect and use that information

• Your use of the information is lawful

• You provide appropriate notices where required

• You send requests only to appropriate recipients

• You do not misuse personal information obtained through the service

VendorDesk provides the technical service but does not determine the lawful basis or purpose for which you collect vendor information.

11. Documents and paperwork decisions

VendorDesk allows customers to request and review documents.

You remain responsible for:

• Deciding what paperwork to request

• Deciding whether information is sufficient for your own purposes

• Reviewing submitted documents

• Making acceptance or rejection decisions

• Determining whether a vendor is suitable or authorised for your purposes

VendorDesk does not verify the legal validity, authenticity or sufficiency of documents unless a specific feature expressly states otherwise.

An “accepted” or similar status in VendorDesk means that the customer has recorded its own decision within the platform. It does not represent a legal certification by VendorDesk.

12. Public vendor request links

VendorDesk may provide unique links that allow vendors to respond to paperwork requests without creating a VendorDesk account.

You are responsible for ensuring that the information contained in a request is appropriate for the intended recipient.

You must not deliberately share request links with unauthorised people or use them to obtain information from someone without appropriate authority.

13. Acceptable use

You must not use VendorDesk to:

• Break the law

• Commit fraud

• Attempt to gain unauthorised access to accounts or data

• Circumvent security controls

• Interfere with the operation of VendorDesk

• Introduce malware or malicious code

• Abuse public request links

• Scrape or systematically extract information without permission

• Upload unlawful or malicious content

• Infringe another person's intellectual property or privacy rights

• Use VendorDesk to send unsolicited or unlawful communications

We may restrict or suspend use where we reasonably believe the service is being misused.

14. VendorDesk intellectual property

VendorDesk and its underlying software, design, branding, documentation and other materials are owned by or licensed to VendorDesk.

Except as expressly permitted by these Terms, you may not:

• Copy VendorDesk

• Reproduce or redistribute the software

• Reverse engineer the service

• Attempt to extract source code

• Remove proprietary notices

• Sell, sublicense or commercially redistribute VendorDesk

Your subscription gives you a right to use the service during the applicable subscription period. It does not transfer ownership of VendorDesk.

15. Third-party services

VendorDesk relies on third-party services to provide parts of the platform, which may include:

• Hosting and infrastructure

• Database services

• File storage

• Email delivery

• Subscription and payment processing

• Website analytics

These services may be subject to their own terms and policies.

VendorDesk is not responsible for independent failures, changes or outages of third-party services beyond our reasonable control, although we will take reasonable steps to address issues affecting the VendorDesk service.

16. Availability

We aim to make VendorDesk available and reliable, but we do not guarantee that the service will:

• Always be available

• Always operate without interruption

• Be completely error-free

• Be immune from technical failures

Maintenance, infrastructure issues, security incidents, third-party outages and other events may occasionally affect availability.

Where reasonably practical, we may provide notice of planned maintenance.

17. Security

We use reasonable technical and organisational measures designed to protect the VendorDesk service and Customer Content.

However, no internet service can guarantee absolute security.

You are responsible for maintaining appropriate security within your organisation, including:

• Protecting account credentials

• Controlling team-member access

• Using appropriate devices and networks

• Removing access for users who no longer require it

18. Data protection and privacy

Our processing of personal information is described in the VendorDesk Privacy Policy.

Where VendorDesk processes personal information on behalf of a customer as part of providing the service, the customer remains responsible for determining the purposes and means of that processing, subject to the applicable legal framework.

Where required, additional data-processing terms may apply between VendorDesk and the customer.

Our Privacy Policy forms part of these Terms by reference.

For UK customers or processing subject to UK data protection law, where VendorDesk acts as a processor, the parties may need appropriate processor terms containing the provisions required by applicable law. UK ICO guidance specifically identifies obligations around documented instructions, confidentiality, security, sub-processors, data-subject rights, assistance, end-of-contract handling and audits.

19. Confidentiality

Each party should keep confidential information received from the other party confidential and use it only as reasonably necessary to perform its obligations or exercise its rights under these Terms.

This does not apply to information that:

• Is already publicly available through no breach of these Terms

• Was lawfully known before disclosure

• Is independently developed

• Must be disclosed by law or lawful authority

20. Feedback

If you provide suggestions, ideas or feedback about VendorDesk, you grant us permission to use that feedback to improve the service without owing you compensation.

We will not use your confidential information as public marketing material without appropriate permission.

21. Beta features and changes

We may introduce, modify or discontinue features from time to time.

Some features may be described as beta, experimental or otherwise not generally available.

We may change the VendorDesk service where reasonably necessary to:

• Improve functionality

• Improve security

• Comply with legal requirements

• Address technical issues

• Adapt to changes in third-party services

We will take reasonable steps not to materially reduce the core functionality of the service without appropriate notice where required.

22. Suspension and termination

We may suspend or terminate an account where reasonably necessary if:

• You materially breach these Terms

• Payment remains overdue

• Your use creates a security risk

• You use VendorDesk unlawfully

• You misuse the service

• We are required to do so by law

Where appropriate, we will provide reasonable notice and an opportunity to remedy the issue before suspension or termination.

We may suspend access immediately where reasonably necessary to address a serious security, fraud or legal risk.

23. Effect of termination

When your subscription ends, your right to use the paid VendorDesk application will generally end, subject to any applicable access period or account arrangements.

Termination does not affect rights or obligations that arose before termination.

Information may remain retained for a period following termination in accordance with our Privacy Policy, applicable contracts, legal obligations and legitimate security or operational requirements.

24. Disclaimers

VendorDesk is a software platform and does not provide legal, regulatory, insurance, health and safety, compliance or professional advice.

You are responsible for assessing whether VendorDesk is suitable for your organisation and for how you use information obtained through the service.

We do not guarantee that:

• A vendor is compliant with any law

• A document is genuine

• A document is legally sufficient

• A vendor is suitably qualified

• A vendor is insured

• A building or site is legally suitable for a particular activity

VendorDesk statuses and workflow labels reflect information and actions recorded within the platform. They are not independent legal determinations.

25. Limitation of liability

To the maximum extent permitted by applicable law, VendorDesk will not be liable for indirect, incidental, special or consequential losses arising from your use of the service.

This may include loss of profits, revenue, goodwill, business opportunity or anticipated savings.

To the maximum extent permitted by applicable law, our total liability arising out of or in connection with VendorDesk will be limited to the amount you paid to VendorDesk for the service during the 12 months immediately preceding the event giving rise to the claim.

Nothing in these Terms limits or excludes liability that cannot lawfully be limited or excluded.

Any limitation or exclusion of liability is subject to applicable law. We do not intend these Terms to remove rights that cannot legally be excluded or restricted. UK guidance emphasises that liability exclusions and limitations need to be fair and transparent and cannot simply exclude responsibilities that the law does not permit a business to exclude.

26. Indemnity

To the extent permitted by law, you are responsible for losses, claims and reasonable costs arising from your unlawful use of VendorDesk or your breach of these Terms.

This does not apply to the extent that the relevant loss was caused by VendorDesk's own unlawful conduct or breach of these Terms.

27. Events outside our control

We are not responsible for delays or failures caused by circumstances outside our reasonable control.

These may include:

• Internet or telecommunications failures

• Hosting or infrastructure outages

• Third-party service failures

• Natural disasters

• Government action

• Cyberattacks

• Labour disputes

• War or civil unrest

• Other events beyond our reasonable control

We will take reasonable steps to restore affected services where possible.

28. Changes to these Terms

We may update these Terms from time to time.

Changes may be made to reflect:

• Changes to VendorDesk

• New features

• Changes to payment or subscription arrangements

• Changes to applicable law

• Changes to third-party services

We will update the Last updated date when material changes are made.

Where appropriate, we may provide additional notice of material changes.

29. Assignment

You may not transfer or assign your rights or obligations under these Terms without our prior written consent, except where permitted by applicable law.

We may assign these Terms as part of a merger, acquisition, restructuring or sale of all or part of the VendorDesk business, provided that doing so does not unlawfully reduce your rights.

30. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue to apply.

The invalid or unenforceable provision will be interpreted or replaced to the extent necessary to make it effective and lawful, where possible.

31. Entire agreement

These Terms, together with the VendorDesk Privacy Policy and any additional terms expressly agreed between you and VendorDesk, form the agreement between you and VendorDesk regarding use of the service.

If there is a conflict between these Terms and a separate written agreement entered into specifically with a customer, that separate agreement will take precedence to the extent of the conflict.

32. Governing law

These Terms are governed by the laws of England and Wales, unless mandatory applicable law requires otherwise.

The courts of England and Wales will have jurisdiction over disputes arising from these Terms, subject to any mandatory rights or jurisdiction that cannot legally be excluded.

33. Contact

For questions about these Terms:

VendorDesk
Email: info@vendordesk.co.za