Date: _January 1, 2022  

 

Please read these terms and conditions (“Terms and Conditions”, “Terms”) carefully before using the Vendeee Holdings Incorporated (“Vendeee”, “us”, “we”, “our”) Website.

1. Conditions of use

By using this Website, you certify that you have read and reviewed these Terms and Conditions and that you agree to comply with the terms. If you do not want to be bound by the terms, you must leave the Website. Vendeee only grants use and access to this Website, its products, and its services to those who have accepted its terms.

2. Privacy policy

Before you continue using the Vendeee Website, we advise you to read our privacy policy. It will help you better understand our practices.

3. Age Restriction

You must be at least 18 (eighteen) years of age before you can use this Website. By using this Website, you warrant that you are at least 18 years of age and you will legally adhere to the terms. Vendeee assumes no responsibility for liability related to age misrepresentation.

4. Intellectual property

You agree that all materials, products, and services provided on this Website are the property of Vendeee, its affiliates, directors, officers, agents, suppliers, or licensors including all copyrights, trade secrets, trademarks, patents, and other intellectual property. You also agree that you will not reproduce or redistribute the Vendeee’s intellectual property in any way, including electronic, digital, or new trademark registrations. You grant Vendeee a royalty-free and non-exclusive license to display, use, copy, transmit, and broadcast the content you upload and publish.

5. User accounts

As a User of this Website, you may be asked to register with us and provide private information. You are responsible for ensuring the accuracy of this information, and you are responsible for maintaining the safety and security of your identifying information. You are also responsible for all activities that occur under your account or password. If you think there are any possible issues regarding the security of your account on the Website, inform us immediately so we may address them accordingly. We reserve all rights to terminate accounts, edit or remove content and cancel orders at our sole discretion.

6. Applicable law

By visiting this Website, you agree that these laws of the State of  New Jersey, t regard to principles of conflict laws will govern these Terms and Conditions or any dispute of any sort that might come between Vendeee and you, or its business associates.

7. Disputes

Any dispute relating in any way to your visit to this Website shall be arbitrated in the State of New Jersey and you consent to exclusive jurisdiction in New Jersey.

8. Indemnification

You agree to indemnify Vendeee and its affiliates and hold Vendeee harmless against legal claims and demands that may arise from your use or misuse of our website and services.

9. Limitation on liability

Vendeee is not liable for any damages that may occur to you as a result of your misuse of our Website or the inability to use this service. Service is provided on an “as is” and “as available” basis at your own risk. Vendeee reserves the right to edit, modify and change the terms at any time. We let our Users know of these changes through electronic mail or to changes to these Terms and Conditions on the website. The Terms and Conditions is an Agreement between Vendeee and the User.

Vendeee will not be held liable for any loss, damage, injury, or other occurrences that could happen as a result of a User interacting with a third party found on or through its Website and Services – those matters are solely between the Users that meet through the platform.

10. Rules

Without limiting other rules in the terms, by using the Website, you agree that:

  • You will only use the Website, Software, and Services for lawful purposes; you will not use the Services for any unlawful purposes or for deceptive or fraudulent purposes; and you will not engage in conduct that harms other Users, independent contractors, or our
  • You will only use the Website, Software, and Services in accordance with all applicable laws, including copyrights, trade secrets, or other rights of any third party, including privacy or publicity rights.
  • You will only access the Website, Software, and Services using means explicitly authorized by Vendeee.
  • You will not use another User’s account, impersonate any person or entity, or forge or manipulate headers or identifiers to disguise the origin of any content transmitted through the Website and Services.
  • You will not use the Website, Software, and Services to cause nuisance, annoyance or
  • You will not use the Website, Software, and Services, or any content accessible through the Website and Services, for any commercial purpose, including but not limited to contacting, advertising to, soliciting, or selling to, User or Contractor, unless Vendeee has given you prior permission to do so in writing.
  • You will not copy or distribute the Software or any content displayed through the Website and Services, including the menu content and reviews, for republication in any format or
  • You will not compile, directly or indirectly, any content displayed through the Website and Services except for your personal, non-commercial use.
  • The information you provide to us when you register an account or otherwise communicate must be accurate. You will promptly notify us of any changes to such information, and you will provide us with whatever proof of identity we may reasonably
  • You will keep secure and confidential your account password or any identification credentials we provide you which allow access to the Website, Software, and Services.
  • You will use the Website, Software, and Services only for your own use and will not directly or indirectly resell, license, or transfer the Website, Software, Services or content displayed to a third party.
  • You will not use the Website, Software, and/or Services in any way that could damage, disable, overburden or impair the Vendeee server, or the networks connected to the Vendeee’s
  • You will not attempt to gain unauthorized access to the Website, Software, Services, and/or any account, resource, computer system, and/or network connected to any Website
  • You will not probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures Vendeee may use to prevent or restrict access to the Services or use of the Services or the content
  • You will not deep-link to our Website or access our Website manually or with any robot, spider, web crawler, extraction software, automated process, and/or device to scrape, copy, index, frame, or monitor any portion of our Website or any content.
  • You will not scrape or otherwise conduct any systematic retrieval of data or other content from the Website, Software, and Services.
  • You will not try to harm other Users, Vendeee, Operators, Drivers, or the Website, Software, and Services in any way whatsoever.
  • You will not engage in threatening, harassing, racist, sexist, discriminatory, offensive, and foul language or any other behavior that the law or Vendeee deems inappropriate when using the Website, Software, or
  • You will report any errors, bugs, unauthorized access methodologies, or any breach of our intellectual property rights that you uncover in your use of the Website, Software, and/or

In the event that we believe or determine that you have breached any of the aforementioned, we reserve the right to suspend and/or permanently deactivate your account at our sole discretion.

11. Modifications

Vendeee reserves the right to modify the Terms and Conditions or its policies relating to the Website, Software, or Services at any time, effective upon posting of an updated version of the terms through the Website. You should regularly review the terms, as your continued use of the Website, Software, or Services after any such changes constitute your agreement to such changes.

12. Fees for Services.

Vendeee will charge Drivers a one-time fee of $25 for background checks.

Vendeee will charge a fee of 20% of the quoted price to Operators and 7.5% to the Drivers’ hourly rate. There will be a 72-hour hold on payouts to drivers until we get a confirmation from the Operator. If Vendeee does not hear back from the Operator within 72 hours, the payout is deposited the next day.

Vendeee will change the fees for our Services as we deem necessary or appropriate for our business, including but not limited to Delivery Fees and Service Fees. Vendeee may also charge fees on orders that you place through the Services, including commissions and other fees, and may change those merchant fees as we deem necessary or appropriate for our business or to comply with applicable law.

13. No Refunds

Charges paid by you for completed and delivered services and orders are final and non- refundable. Vendeee has no obligation to provide refunds or credits but may grant them, in each case in Vendeee’s sole discretion.

14. Service & Price Modification

Vendeee may change its prices at any time upon 30 days’ notice and may modify or discontinue the website and service entirely with or without notice.

15. Contractors and Operators Are Independent

You understand and agree that Vendeee provides a technology platform connecting you with independent vending machine contents providers and others that provide the products offered through the Services (“Operators”), independent third-party contractors who provide delivery services (“Drivers”) for vending machines. You acknowledge and agree that Vendeee does not itself prepare food, package food, beverages, or other goods for placement in a vending machine, or offer delivery services, and has no responsibility or liability for the acts or omissions of any Operators for the packaging, Drivers or independent contractors. The Operators are the retailer; the services offered by Vendeee pursuant to these terms do not include any retail services or any food preparation services. Vendeee is not in the delivery business nor is it a common carrier. Vendeee facilitates the transmission of orders by Users to Operators for pickup or delivery by Drivers. Vendeee will not assess or guarantee the suitability, legality, or ability of any Driver or Operator. You agree that Vendeee is not responsible for the safety of the goods, or whether the photographs or images displayed accurately reflect the goods in the vending machines, and does not verify compliance with applicable laws or regulations. Vendeee has no responsibility or liability for acts or omissions by any Operator or Driver. You agree that the vending products that you purchase will come from the Operator, that title to the goods passes from the Operator to you at the Operator’s location, and that, for delivery orders, the Driver will be directed by the Operator’s instructions to transport the products to the designated delivery location. You agree that neither the Operator nor Vendeee holds title to or acquires an ownership interest in any goods that you order through the Website.

16. User Account

You will be required to register for an account to use parts of the Website. You must provide accurate, current, and complete information during the registration process and at all other times when you use the Website, and update the information to keep it accurate, current, and complete. You are the sole authorized User of any account you create through the Website. You are solely and fully responsible for all activities that occur under your password or account. You agree that you shall monitor your account to prevent use by minors, and you will accept full responsibility for any unauthorized use of your password or your account. You may not authorize others to use your User status, and you may not assign or otherwise transfer your User account to any other person or entity. Should you suspect that any unauthorized party may be using your password or account, you will notify Vendeee immediately. Vendeee will not be liable and you may be liable for losses, damages, liability, expenses, and fees incurred by Vendeee or a third party arising from someone else using your account, regardless of whether you have notified us of such unauthorized use. If you provide any information that is untrue, inaccurate, not current, or incomplete, or Vendeee has reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, Vendeee has the right to suspend or terminate your account and refuse any and all current or future use of the Website, Software, and Services (or any portion thereof). We may enable or require you to use a single pair of login credentials to use the Vendeee’s Website and Software. You agree not to create an account or use the Website, Software, and Services if you have been previously removed by Vendeee, or if you have been previously banned from use of the Services.

17. Communications with Vendeee

By creating a Vendeee account, you electronically agree to accept and receive communications from Vendeee, Operators, Drivers, or third parties providing services to Vendeee including via email, text message, calls, and push notifications to the cellular telephone number you provide to Vendeee. Message and data rates may apply. If you do not wish to receive emails, text messages, or other communications, you may change your notification preferences by accessing Settings in your account. To opt out of receiving text messages from Vendeee, you must reply “STOP” from the mobile device receiving the messages.

18. E-SIGN Disclosure

By creating a Vendeee account, you also consent to the use of an electronic record to document your agreement. You may withdraw your consent to the use of the electronic record by emailing Vendeee at info@vendeee.com with “Revoke Electronic Consent” in the subject line. To view and retain a copy of this disclosure, you will need (i) a device (such as a computer or mobile phone) with a web browser and Internet access and (ii) either a printer or storage space on such device. For a free paper copy, or to update our records of your contact information, email Vendeee at  info@vendeee.com with contact information and your mailing address.

19. Agreement to Arbitrate

All disputes will be resolved by arbitration, rather than in court, within the State of New Jersey. The Arbitrator’s decision shall be final and binding and judgment may be entered thereon.

20. Disclaimer of Warranties

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT OF LAW, YOUR USE OF THE WEBSITE, SOFTWARE, AND SERVICES IS ENTIRELY AT YOUR OWN RISK. CHANGES ARE PERIODICALLY MADE TO THE WEBSITE, SOFTWARE, AND SERVICES AND MAY BE MADE AT ANY TIME WITHOUT NOTICE TO YOU. THE WEBSITE, SOFTWARE, AND SERVICES ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. VENDEEE MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF THE CONTENT MADE AVAILABLE THROUGH THE WEBSITE, SOFTWARE, OR SERVICES. VENDEEE DOES NOT WARRANT THAT THE WEBSITE, SOFTWARE, OR SERVICES WILL OPERATE ERROR-FREE OR THAT THE WEBSITE, SOFTWARE, OR SERVICES ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL MALWARE. IF YOUR USE OF THE WEBSITE, SOFTWARE, OR SERVICES RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, VENDEEE SHALL NOT BE RESPONSIBLE FOR THOSE ECONOMIC COSTS.

21. Internet Delays

The Website, Software, and Services may be subject to limitations, delays, and other problems inherent in the use of the Website, Internet, Apps, and electronic communications. Except as set forth in Vendeee is not responsible for any delays, delivery failures, or damage, loss, or injury resulting from such problems.

22. No Joint Venture or Partnership

No joint venture, partnership, employment, or agency relationship exists between you, Vendeee, or any third-party provider as a result of this Agreement or use of the Website, Software, App, or Services.

23. Severability

If any provision of this Agreement is found to be invalid, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.