End-User License Agreement (EULA)

Last Updated: May 2026

This End-User License Agreement ("EULA" or "Agreement") is a legal agreement between you (either an individual or a business entity, "you," "your," or "End User") and VendorConnect, Inc. ("VendorConnect," "we," "us," or "our") regarding your use of the VendorConnect software and services (the "Software").

By accessing, installing, or using VendorConnect, you agree to be bound by this EULA, our Terms of Use and our Privacy Policy. If you do not agree to these terms, do not use the Software.

1. License Grant

Subject to your compliance with this EULA, VendorConnect grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Software solely for your internal business purposes. This license is personal to you and may not be shared, sold, transferred, or sublicensed to any third party.

Permitted Uses

You may use the Software to:

  • Classify and analyze deductions from distributors and retailers
  • Calculate net margin impact by SKU and customer
  • Identify revenue recovery opportunities
  • Automate deduction processing and dispute workflows
  • Generate margin intelligence reports and dashboards
  • Reconcile payments against invoices
  • Manage vendor relationships and communications

Prohibited Uses

You may not:

  • Sell, lease, rent, sublicense, or transfer the Software or any access to it
  • Use the Software to develop competing products or services
  • Share your account credentials with other users (except authorized team members with separate accounts)
  • Extract, copy, or reproduce the Software's code, algorithms, or proprietary logic
  • Use the Software for any unlawful purpose or in violation of applicable laws
  • Attempt to circumvent security measures or access controls
  • Reverse-engineer, decompile, or disassemble the Software
  • Remove, obscure, or alter any copyright, trademark, or proprietary notices
  • Use the Software for automated or batch processing without prior written consent
  • Access the Software using automated tools, bots, or scrapers

2. Intellectual Property Rights

VendorConnect Ownership

All right, title, and interest in the Software, including all documentation, code, features, functionality, design, algorithms, and intellectual property ("VendorConnect IP"), are owned exclusively by VendorConnect or its licensors. No ownership rights are transferred to you. You retain no rights except those expressly granted in this EULA.

Your Data Ownership

You retain all rights to your business data (invoices, customer information, etc.) that you input into or authorize the Software to access. However, you grant VendorConnect the right to:

  • Process and analyze your data to provide the Software's services
  • Use de-identified and aggregated data to improve our algorithms and services
  • Retain your data as described in our Privacy Policy
  • Use your data for security, fraud prevention, and legal compliance

Feedback

Any feedback, suggestions, or ideas you provide about the Software ("Feedback") may be used by VendorConnect without restriction or compensation to you.

3. QuickBooks Integration

Authorization and Compliance

When you authorize VendorConnect to access your QuickBooks Online account, you represent and warrant that:

  • You have the authority to grant such access
  • You comply with Intuit's Terms of Service and all QuickBooks policies
  • Your use of the Software with QB is consistent with Intuit's Acceptable Use Policy

VendorConnect is committed to protecting your QB data and complies with Intuit's API security standards.

QB Data Restrictions

You agree that:

  • QuickBooks data accessed through the Software may only be used for the purposes described in our Privacy Policy
  • You will not use the Software to extract QB data for unauthorized purposes
  • You will not share QB data obtained through VendorConnect with unauthorized third parties
  • You will maintain the security of your QB account credentials and promptly notify us of any unauthorized access

Intuit Terms Compliance

Your use of VendorConnect in connection with QuickBooks Online is also subject to Intuit's Terms of Service. In the event of a conflict between this EULA and Intuit's terms, Intuit's terms will control with respect to QB data and QB functionality.

4. Term and Termination

Term

This EULA is effective as of the date you first access the Software and continues for as long as you maintain an active account with VendorConnect.

Termination for Convenience

You may terminate your account and this EULA at any time by contacting support@vendorconnect.ai. Upon termination:

  • Your license to use the Software immediately ceases
  • You remain responsible for any outstanding fees or charges
  • Your data will be handled according to our Privacy Policy

Termination for Cause

VendorConnect may terminate this EULA and your access to the Software immediately if you:

  • Violate any material provision of this EULA
  • Engage in unauthorized use of the Software
  • Violate any applicable law or regulation
  • Fail to pay applicable fees

Upon termination for cause, your license immediately ceases and you must discontinue all use of the Software.

Effects of Termination

Upon termination for any reason:

  • All licenses granted herein are immediately revoked
  • You must cease all use of the Software
  • VendorConnect may delete your data according to our Privacy Policy
  • Sections 2 (Intellectual Property), 5 (Warranties and Disclaimers), 6 (Limitation of Liability), and 7 (Indemnification) survive termination

5. Warranties and Disclaimers

Limited Warranty

VendorConnect warrants that the Software will perform substantially as described in our documentation. This is the only warranty we provide.

Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED ABOVE, THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE." VENDORCONNECT MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.

VendorConnect does not warrant that:

  • The Software will be uninterrupted, secure, or error-free
  • The Software will meet your specific requirements
  • Any defects will be corrected
  • Results obtained from the Software will be accurate or reliable
  • The Software will be compatible with your systems or data

6. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL VENDORCONNECT BE LIABLE FOR:

  • Indirect, incidental, special, consequential, exemplary, or punitive damages
  • Lost profits, revenue, data, or business opportunity
  • Damage to your data or systems
  • Any claim arising from your use of QB data obtained through the Software

VendorConnect's total cumulative liability for any and all claims related to the Software shall not exceed the fees you paid to VendorConnect in the twelve (12) months preceding the claim, or $50, whichever is greater.

These limitations apply even if we have been advised of the possibility of such damages and regardless of the legal theory (contract, tort, strict liability, or otherwise). Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability, so these limitations may not apply to you.

7. Indemnification

You agree to indemnify, defend, and hold VendorConnect, its affiliates, officers, employees, and agents harmless from any claims, damages, losses, liabilities, costs, or expenses (including reasonable attorneys' fees) arising from or related to:

  • Your use of the Software
  • Your violation of this EULA
  • Your infringement of any third-party intellectual property rights
  • Your unauthorized access, use, or disclosure of data
  • Your violation of any law or regulation

VendorConnect may assume exclusive control of any indemnified claim, and you agree to cooperate fully.

8. Updates and Modifications

VendorConnect may update the Software, add new features, or discontinue functionality at any time without notice. We will use commercially reasonable efforts to maintain compatibility with existing features. However, we are not liable for any modification, suspension, or discontinuation of the Software.

VendorConnect may modify this EULA from time to time. The most current version will be posted at https://www.vendorconnect.ai/eula. Your continued use of the Software after modifications become effective constitutes acceptance of the revised EULA.

9. Confidentiality

Each party agrees to maintain the confidentiality of the other party's confidential information and use it solely for the purposes authorized under this EULA. This obligation does not apply to information that is:

  • Publicly available through no breach of this EULA
  • Rightfully received from a third party without confidentiality restrictions
  • Independently developed without reference to the other party's information
  • Required to be disclosed by law, in which case the disclosing party will provide notice where permitted

10. Governing Law and Dispute Resolution

This EULA is governed by and construed in accordance with the laws of the State of New York, without regard to conflict-of-law principles. You expressly agree that all disputes arising from or related to this EULA shall be resolved exclusively in the federal or state courts located in New York, New York, and you consent to their jurisdiction.

11. General Provisions

Entire Agreement

This EULA, together with the Terms of Use and Privacy Policy, constitutes the entire agreement between you and VendorConnect regarding the Software and supersedes all prior agreements, understandings, and communications.

Severability

If any provision of this EULA is deemed invalid or unenforceable, the remaining provisions will continue in full force and effect.

Waiver

Failure to enforce any provision is not a waiver of that provision or any other provision.

Assignment

You may not assign this EULA without VendorConnect's prior written consent. Any unauthorized assignment is void. VendorConnect may assign this EULA to any successor or affiliate without your consent.

Interpretation

The term "including" means "including but not limited to." Section headings are for convenience only and do not affect the interpretation of this EULA.

12. Export Compliance

You agree not to export, re-export, or transfer the Software or its features to prohibited countries or in violation of U.S. export control laws. This includes using the Software in connection with prohibited end uses (such as nuclear, missile, or chemical/biological weapons development).

13. Contact Information

If you have questions about this EULA, our licensing terms, or need to report a violation, contact:

Email: support@vendorconnect.ai

Mailing Address:
VendorConnect, Inc.
1688 Meridian Ave
Miami Beach, FL 33139 USA

Thank you for using VendorConnect. We're committed to protecting your business and maintaining the highest standards of service and security.