Terms and Conditions
Effective date: August 6, 2026. Last updated: August 6, 2026. Version: 2.0
These Terms of Service (the “Terms”) are a binding agreement between VendoIQ, Inc., a Delaware corporation with offices at 1400 Arrowhead Drive, Brentwood, TN 37027, United States (“VendoIQ,” “we,” “us,” or “our”), and you.
Please read Section 17 carefully. It contains an agreement to resolve disputes by binding arbitration and a waiver of class actions.
1) Which agreement applies to you
VendoIQ is sold to organizations. Most people who use the Services do so because their employer has purchased a subscription.
If your organization has a signed agreement with us. If you access the Services under a Master Services Agreement, order form, evaluation license agreement, or other written agreement executed between VendoIQ and your organization (each, a “Customer Agreement”), that Customer Agreement governs your organization’s use of the Services and controls over these Terms wherever the two conflict. These Terms apply to you individually as an authorized user, and set out the rules of conduct you personally agree to follow.
If you do not have a Customer Agreement. These Terms are the entire agreement governing your access to and use of the Services.
By downloading, installing, accessing, or using the Services, or by clicking to accept these Terms, you agree to them. If you are accepting on behalf of an organization, you represent that you have authority to bind that organization, and “you” includes that organization.
If you do not agree, do not use the Services.
2) What the Services are
The “Services” means the VendoIQ mobile applications for iOS and Android, the VendoIQ web dashboard, vendoiq.com, our APIs and integrations, and related support and documentation.
VendoIQ is a voice-enabled dictation and sales productivity platform. You dictate notes about your sales work; the Services transcribe your dictation into text in real time, help you structure it, and synchronize the resulting content with the CRM and business systems your organization has connected. The Services also let you photograph business cards, event badges, and other materials you encounter in the field, and attach those images to a record.
What the Services are not. The Services are a dictation and capture tool. They are not designed, sold, or licensed as a conversation recorder, a call recorder, a surveillance tool, a means of capturing other people’s speech, or a means of identifying people from their photographs. Sections 6 and 7 set out what this means for you.
3) Eligibility and accounts
You must be at least 18 years old to use the Services. The Services are business software and are not offered to consumers for personal, family, or household purposes.
You must provide accurate account information and keep it current. You are responsible for safeguarding your credentials and for all activity under your account. Notify us immediately at security@vendoiq.com if you suspect unauthorized access.
If your account is provisioned through an organization’s workspace, your organization’s administrators may be able to access, export, retain, modify, or delete content in that workspace — including your notes and transcripts — and may suspend or remove your access. Your organization, not VendoIQ, decides those settings.
4) License
Subject to these Terms and to any applicable Customer Agreement, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your internal business purposes during the period your access is authorized.
The Services are licensed, not sold. We and our licensors retain all right, title, and interest in and to the Services, including all software, models, algorithms, interfaces, designs, documentation, and intellectual property. No rights are granted except those expressly stated here.
You will not, and will not permit anyone else to: sublicense, sell, rent, lease, or distribute the Services; reverse engineer, decompile, disassemble, or attempt to derive source code, model weights, or underlying algorithms; copy, modify, or create derivative works of the Services; circumvent security measures, rate limits, or access restrictions; use the Services to build or benchmark a competing product; transmit malicious code; scrape or use automated means to extract data; or use the Services beyond the scope of the license granted.
5) Your content
“Your Content” means the audio you dictate, the transcripts and notes produced from it, the photographs and images you capture or upload, the records you create or edit, and any other data you or your organization submit to or through the Services.
You keep your rights. As between you and VendoIQ, you (or your organization) retain all rights in Your Content. We acquire no ownership in it.
The license you give us. You grant us a worldwide, non-exclusive, royalty-free license to host, store, transmit, process, transcribe, display, and otherwise use Your Content solely to provide, secure, support, and maintain the Services for you, and as further described in our Privacy Policy. This license ends when Your Content is deleted, except for copies in routine backups pending their scheduled expiry and copies we are legally required to retain.
Your warranty. You represent and warrant that you have all rights, licenses, consents, permissions, releases, and lawful bases necessary to submit Your Content to the Services, to grant the license above, and to permit us to process Your Content as described in these Terms and the Privacy Policy. This includes any rights, consents, and releases required with respect to personal information about other people that appears in Your Content.
Model training. We do not currently use Your Content to train, retrain, fine-tune, or otherwise develop any artificial intelligence or machine learning model. If that changes, we will give advance notice before it takes effect and obtain the consents required at that time, as set out in our Privacy Policy. We will not use voice audio to train speech models, we will not perform facial analysis on your images, and we will not perform speaker identification, speaker separation, or any other processing that produces a voiceprint.
6) Voice capture, recording, and consent — read this section
This is the most important obligation in these Terms.
6.1 What you may use voice capture for. The Services’ voice features exist so that you can dictate your own notes — your observations, your summary of a meeting, your follow-up tasks. Use them for that.
6.2 What you may not use voice capture for. You may not use the Services to record, capture, transcribe, or analyze:
a conversation between two or more people, whether in person, by phone, by video, or otherwise;
any other person’s speech, without that person’s knowledge and consent;
any communication where recording or interception is restricted by law.
6.3 Your consent obligation. If any other person’s voice or speech is captured through the Services for any reason, you must first obtain that person’s consent to the capture, to the transcription, and to the disclosure of the resulting audio and text to VendoIQ and our service providers. Many jurisdictions — including California, Illinois, Pennsylvania, Washington, Florida, Massachusetts, Maryland, Michigan, Montana, Nevada, New Hampshire, Connecticut, Delaware, and Oregon — require the consent of every party to a communication before it may be recorded. Some jurisdictions impose separate obligations relating to voiceprints and other biometric identifiers. You are solely responsible for determining and satisfying the requirements that apply to you. Nothing in the Services, and no notice or indicator we display, is a substitute for obtaining that consent.
6.4 Information about other people. When you dictate notes that describe another person — a customer, a prospect, a colleague — you should do so only where you are authorized to, or where it is reasonable to expect that the information would be shared in a professional business context. You must not use the Services to compile information about people from sources other than your own authorized business relationships.
6.5 Enforcement. We may suspend or terminate access immediately, without notice, for any use that violates this Section. Violations of this Section are excluded from the liability cap in Section 15 as to you.
7) Photographs and images
The camera is open-ended by design. You can point it at anything, which means the rules have to come from you, not from the software.
7.1 What the feature is for. Photograph the things you encounter in the course of your sales work — a business card handed to you, a badge or nametag worn openly at a business event, a product, a booth, a logo, a whiteboard you have permission to capture, a venue.
7.2 Photographing people. Photograph a person only with that person’s knowledge and agreement. Do not photograph anyone covertly, and do not photograph anyone who has declined.
7.3 What you must not capture or upload. You must not photograph or upload to the Services:
any image of a child, or of any person who has not agreed to be photographed;
government identification documents, passports, driver’s licences, social security cards, payment cards, or account credentials;
medical, health, biometric, or financial records;
confidential, proprietary, or trade-secret information belonging to any third party — including whiteboards, screens, documents, drawings, or prototypes at another company’s premises or booth, where you do not have that company’s permission to capture them;
images that are sexually explicit, that depict the sexual exploitation or abuse of a minor, or that are otherwise unlawful;
images that infringe another party’s intellectual property or publicity rights;
images captured in a place where photography is prohibited, or where a reasonable person would expect privacy.
7.4 Your warranty. You represent and warrant that, for every image you submit, you have all rights, permissions, consents, and releases necessary to capture it, to upload it, to have it stored and processed as described in the Privacy Policy, and to have it viewed by others in your organization’s workspace.
7.5 What we commit to. We do not perform facial recognition, facial detection, face matching, face grouping, or any extraction of face geometry, faceprints, or face templates from your images. We do not collect biometric identifiers or biometric information from them. We do not use your images to build any contact database of our own, and we do not sell, license, or use them to enrich any product offered to anyone else. We do not contact a person whose details you captured except at your specific individual direction.
7.6 Reporting and removal. Anyone can report an image that should not be in the Services — because it is of them and they did not agree to it, because it contains confidential or unlawful content, or for any other reason — in the app at Settings → Report Content or by emailing support@vendoiq.com or privacy@vendoiq.com. Workspace administrators can delete any image in their workspace. We may remove any image, and suspend or terminate the account that uploaded it, where we believe this Section has been breached. We report apparent child sexual abuse material to the National Center for Missing & Exploited Children as required by law.
7.7 Enforcement. Breach of this Section is excluded from the liability cap in Section 15 as to you, and is covered by your indemnity in Section 16.
8) AI-generated content
The Services use artificial intelligence and machine learning, including speech recognition and natural language processing, to transcribe your dictation and to generate, structure, summarize, and classify text.
AI output can be wrong. Transcriptions may misrecognize words, names, numbers, and figures. Generated summaries may contain errors, omissions, fabrications, and unintended output. Output may not be unique to you.
You must verify before you rely. You are solely responsible for reviewing, editing, and verifying AI-generated content before relying on it, sharing it, or synchronizing it into your CRM or any other business system. Do not rely on the accuracy, reliability, or completeness of any AI-generated content without independent verification.
Not professional advice. Output is not legal, financial, tax, medical, employment, or other professional advice.
Prohibited high-risk use. You must not use the Services, or any output, as a basis for decisions about a person’s employment, credit, housing, insurance, healthcare, education, or legal rights, or for any other decision that produces legal or similarly significant effects, or where an error could reasonably result in death, serious injury, or unlawful discrimination.
How to report a problem. If AI-generated output is offensive, harmful, or otherwise objectionable, report it from within the app at Settings → Report Content, or email support@vendoiq.com. We review reports and use them to improve our filtering and moderation.
The warranty disclaimers in Section 14 and the liability limits in Section 15 apply fully to AI-generated content and to errors in it.
9) Connected systems
The Services can connect to third-party systems that you or your organization authorize, such as Salesforce and Zoho (“Connected Systems”).
You represent that you have authority to connect each Connected System and to grant the access scopes you approve. Connected Systems are operated by third parties under their own terms and privacy policies. We are not responsible for a Connected System’s availability, accuracy, security, data practices, or changes to its APIs, and synchronization depends on the availability of those APIs.
Disconnecting a Connected System does not delete data already written into it. You must delete that data in the Connected System itself.
10) Acceptable use
You will not, and will not permit anyone else to, use the Services to:
violate any law, or any third party’s privacy, publicity, contractual, or intellectual property rights;
record or intercept communications unlawfully, or in breach of Section 6;
capture or upload images in breach of Section 7;
process data unrelated to your organization’s legitimate business purposes;
access any Connected System without authorization, or exceed the authorization you were granted;
upload malicious code, or attempt to damage, disable, overburden, or impair the Services;
harass, defame, stalk, or threaten anyone, or generate content that does so;
misrepresent your identity or affiliation, or facilitate fraud;
process data subject to HIPAA, PCI-DSS, the Gramm-Leach-Bliley Act, ITAR, CJIS, FERPA, or comparable regimes, unless we have expressly agreed in writing to support that use;
resell, or provide the Services to third parties, except as a Customer Agreement permits.
We may investigate suspected violations and may suspend or terminate access in accordance with Section 12.
11) Fees
Enterprise and organizational subscriptions. Fees, billing frequency, payment terms, renewal, and refunds are governed by your organization’s Customer Agreement and order form. Nothing in these Terms modifies those commercial terms.
No in-app purchases. The current version of the Services does not offer in-app purchases or subscriptions through the Apple App Store or Google Play. The app is provided at no charge to authorized users of an organization that has a paid subscription.
Individual plans. If we make an individual or self-serve paid plan available, the terms for that plan will be set out in Annex A and will be presented to you before purchase.
12) Suspension and termination
We may suspend or terminate your access, in whole or in part, if: your organization’s Customer Agreement expires or terminates; fees are overdue; you breach these Terms or the Acceptable Use rules in Section 10; your use presents a security risk or risks material harm to the Services, to us, to a Connected System, or to another person; or we are required to do so by law. Where practicable, we will give notice and a reasonable opportunity to cure.
You may stop using the Services at any time and may delete your account as described in our Account and Data Deletion Policy.
On termination, your license ends immediately. Data export and deletion follow your organization’s Customer Agreement, our Privacy Policy, and our Account and Data Deletion Policy. Sections 4 (ownership), 5 (your content, as to license survival), 6, 7, 8, 10, 13, 14, 15, 16, 17, and 18 survive termination.
13) Feedback
If you send us suggestions, ideas, or feedback about the Services, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use it without restriction or compensation. We will not identify you as the source without your permission.
14) Disclaimers
THE SERVICES, INCLUDING ALL AI-GENERATED OUTPUT, ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, VENDOIQ DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND QUIET ENJOYMENT.
WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; THAT TRANSCRIPTIONS OR AI OUTPUT WILL BE ACCURATE OR COMPLETE; OR THAT SYNCHRONIZATION WITH ANY CONNECTED SYSTEM WILL SUCCEED.
Some jurisdictions do not allow the exclusion of certain warranties. In those jurisdictions, these exclusions apply only to the extent permitted by law, and you may have additional rights.
15) Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY.
EXCEPT FOR THE UNCAPPED CLAIMS BELOW, EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID OR PAYABLE TO VENDOIQ FOR THE SERVICES IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).
Uncapped claims. The cap does not apply to: your breach of Section 6 (voice capture and consent), Section 7 (photographs and images), or Section 10 (acceptable use); your indemnification obligations under Section 16; either party’s breach of confidentiality obligations; your payment obligations; either party’s gross negligence, willful misconduct, or fraud; or liabilities that cannot be limited by law.
These limits reflect an agreed allocation of risk, are an essential basis of the bargain, apply regardless of the form of action, and survive any failure of essential purpose of any limited remedy.
16) Indemnification
You will defend, indemnify, and hold harmless VendoIQ, its affiliates, and their officers, directors, employees, and agents from and against any third-party claim, and any resulting damages, liabilities, penalties, costs, and expenses (including reasonable attorneys’ fees), arising out of or relating to:
a) Your Content, including any claim that it infringes or misappropriates a third party’s rights or violates a third party’s privacy;
b) your failure to obtain any notice, consent, permission, or release required under Section 6, including any claim under a wiretap, eavesdropping, two-party-consent, or biometric privacy statute;
c) your use of the Services, any output, or any Connected System in violation of these Terms or applicable law; or
d) your business operations, products, or services.
We will notify you of the claim, give you control of the defense (except that we may participate with our own counsel at our expense), and reasonably cooperate. You may not settle any claim in a way that imposes an obligation or admission on us without our written consent.
17) Disputes, governing law, and arbitration
17.1 Governing law. These Terms are governed by the laws of the State of Tennessee, without regard to its conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
17.2 Informal resolution first. Before filing anything, contact us at legal@vendoiq.com with a written description of the dispute and the relief you seek. The parties will attempt in good faith to resolve it. If it is not resolved within 30 days, either party may proceed under Section 17.3.
17.3 Binding arbitration. Any dispute arising out of or relating to these Terms or the Services that is not resolved informally will be resolved by final and binding arbitration administered by JAMS under its Comprehensive Arbitration Rules, before a single arbitrator, seated in Nashville, Tennessee. The Federal Arbitration Act governs the interpretation and enforcement of this Section. The arbitrator’s award may be entered in any court of competent jurisdiction.
17.4 Class action waiver. YOU AND VENDOIQ AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate claims or preside over any form of representative proceeding. If this waiver is held unenforceable as to a particular claim, that claim will proceed in court and the remainder of Section 17 will remain in effect.
17.5 Exceptions. Either party may bring an individual action in small-claims court, and either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information.
17.6 Right to opt out of arbitration. You may opt out of Sections 17.3 and 17.4 by sending written notice to legal@vendoiq.com within 30 days of first accepting these Terms, stating your name, the email address on your account, and that you are opting out of arbitration. Opting out does not affect any other part of these Terms. If you opt out, the parties consent to exclusive jurisdiction and venue in the state and federal courts located in Nashville, Tennessee.
17.7 Time limit. Any claim must be brought within one year after it accrues, or it is permanently barred, except where a longer period is required by law.
18) General
Changes. We may modify these Terms. If a change is material, we will give notice in the app, by email, or by posting the updated Terms with a new effective date at least 14 days before it takes effect, unless a shorter period is needed for legal or security reasons. Continued use after the effective date means you accept the change. If you do not accept, stop using the Services and delete your account.
Changes to the Services. We may modify, add to, or discontinue features. For customers under a Customer Agreement, we will not materially decrease overall functionality during a paid subscription term.
Export and sanctions. You may not use or export the Services in violation of U.S. export control or sanctions laws. You represent that you are not located in, organized under the laws of, or ordinarily resident in an embargoed jurisdiction, and are not on any U.S. government restricted-party list.
Assignment. You may not assign these Terms without our written consent. We may assign to an affiliate or to a successor in a merger, acquisition, reorganization, or sale of substantially all assets.
Notices. Notices to us go to legal@vendoiq.com and to VendoIQ, Inc., 1400 Arrowhead Drive, Brentwood, TN 37027, United States. Notices to you go to the email address on your account or through the Services.
Entire agreement; severability; waiver. These Terms, together with the Privacy Policy, the Account and Data Deletion Policy, Annex B, and any applicable Customer Agreement, are the entire agreement on this subject. If a provision is unenforceable, it is modified to the minimum extent necessary and the rest remains in effect. No failure to enforce is a waiver.
Relationship. The parties are independent contractors. Nothing creates an agency, partnership, joint venture, employment, or fiduciary relationship.
Third-party beneficiaries. Except as stated in Annex B, there are no third-party beneficiaries.
Contact. VendoIQ, Inc., 1400 Arrowhead Drive, Brentwood, TN 37027, United States.
legal@vendoiq.com · support@vendoiq.com · +1 [PHONE — REQUIRED, see note in Annex B].
Annex A — Individual and Self-Serve Plans
This Annex is reserved. It does not currently apply, because VendoIQ does not presently offer
individual or self-serve paid plans. When such a plan is offered, this Annex will state the plan
terms, price, billing period, auto-renewal terms, free-trial conversion terms, cancellation
method, and refund policy, and will be presented for acceptance before purchase.
Annex B — Mobile Application Terms (Apple and Google)
These terms apply in addition to the Terms above when you download or use the VendoIQ mobile application (the “Application”) from the Apple App Store or Google Play.
B.1 Apple App Store
This Annex applies to the Application obtained from the Apple App Store. You acknowledge and agree:
Acknowledgement. These Terms are concluded between you and VendoIQ only, and not with Apple. VendoIQ, not Apple, is solely responsible for the Application and its content. These Terms do not conflict with the Apple Media Services Terms and Conditions.
Scope of licence. The licence granted to you for the Application is a non-transferable licence to use the Application on any Apple-branded product that you own or control, and as permitted by the Usage Rules in the Apple Media Services Terms and Conditions, except that the Application may be accessed and used by other accounts associated with you via Family Sharing or volume purchasing.
Maintenance and support. VendoIQ is solely responsible for providing any maintenance and support services for the Application. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application.
Warranty. VendoIQ is solely responsible for any product warranties, express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for the Application to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application, and any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty are VendoIQ’s sole responsibility.
Product claims. VendoIQ, not Apple, is responsible for addressing any claims by you or any third party relating to the Application or your possession and use of it, including: (i) product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation.
Intellectual property rights. In the event of any third-party claim that the Application or your possession and use of it infringes that third party’s intellectual property rights, VendoIQ, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of that claim.
Legal compliance. You represent and warrant that (i) you are not located in a country subject to a U.S. Government embargo or designated by the U.S. Government as a “terrorist supporting” country, and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
Developer name and address. VendoIQ, Inc., 1400 Arrowhead Drive, Brentwood, TN 37027, United States. Questions, complaints, and claims regarding the Application should be directed to support@vendoiq.com or +1 [PHONE NUMBER].
Third-party terms. You must comply with applicable third-party terms of agreement when using the Application, including the terms of any Connected System you authorize.Third-party beneficiary. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary.
B.2 Google Play
The Application obtained from Google Play is subject to the Google Play Terms of Service between you and Google. Google is not a party to these Terms and has no responsibility for the Application. Your acquisition and use of the Application through Google Play is additionally governed by Google’s terms and policies.
B.3 Device permissions, audio, and camera
The Application requests microphone access, and on iOS also speech recognition access, so that it can capture and transcribe your dictation. It requests these permissions only at the point you use the corresponding feature, displays a clear indicator for the entire period audio is being captured, and does not capture audio in the background or when you have not started a dictation.
The Application requests camera access so that you can photograph business cards, badges, and other materials. Images are captured in the Application only; the Application does not read, browse, or request access to your device photo library. Captured images are re-encoded before upload, which removes embedded EXIF metadata including GPS coordinates. The Application requests no location permission on either platform.
You may revoke any permission at any time in your device settings. Sections 6 and 7 of the Terms apply in full to any use of these features.
B.4 Accounts and account deletion
VendoIQ accounts are provisioned by the organization that licenses the Services for its own personnel. The Application does not offer account registration: an end user cannot create a VendoIQ account in the Application or through a link out from it.
You can request deletion of your VendoIQ account from Settings → Delete Account in the Application, which opens the deletion request page directly, or by going to https://www.vendoiq.com/delete-account in any browser. The page works without logging in and without reinstalling the Application. Deletion is completed within 30 days of verification.
Section 11.2 of the Privacy Policy sets out exactly what is deleted and what your organization retains.