Terms of Service

To use the Services, you must create an account (an "Account"). You agree to provide accurate, complete information, and keep it up to date.

You must be at least (i) 18 years old or (ii) the age of majority where you live and use the Services.

You confirm you are using the Services for business purposes and not primarily for personal, household, or family purposes.

You must maintain a primary method of contact (e.g., email and/or phone number, including a WhatsApp-enabled number where applicable). We may send notices and security communications to your primary contact method. You are responsible for monitoring it.

You are responsible for safeguarding your credentials (including passwords and/or PINs). You are responsible for all activity on your Account. Notify us promptly if you suspect unauthorized access.

Technical support may be limited by plan or feature availability. Questions about these Terms should be directed to IndiVend support.

You agree not to:

• reproduce, duplicate, copy, sell, resell, or exploit the Services without our written permission;
• bypass or circumvent technical limitations, security measures, or feature restrictions;
• reverse engineer, decompile, or attempt to derive source code (except where prohibited by law);
• use automated scraping tools, robots, or spiders to access the Services except as expressly permitted.

"Materials" means all content and data you provide, upload, publish, or make available through the Services (including product/service listings, prices, images, text, logos, customer communications, reviews, booking details, and other business content). You understand that transmitting data over networks may involve third parties and technical changes to conform to devices and networks.

The person or entity that creates the Account is the contracting party ("Account Owner") and is responsible for the Account.

If you create an Account on behalf of a company, you represent you have authority to bind that company.

An Account Owner may manage one or more storefronts/brands under the Account. Each storefront must accurately display the business identity as required by applicable law.

If enabled, the Account Owner may create additional user access ("Staff Accounts") and set permissions. The Account Owner is responsible for all actions taken by Staff Accounts and for ensuring they comply with these Terms.

(a) IndiVend Checkout is IndiVend's supported checkout and payment flow for completing transactions initiated through an IndiVend storefront.

(b) Requirement. You agree to use IndiVend Checkout where available and technically feasible for sales initiated through your IndiVend storefront, so that orders, payments, and Gross Merchandise Value ("GMV") can be recorded for analytics and fee calculation.

(c) Off-platform or unsupported transactions. If a sale cannot be processed through IndiVend Checkout due to technical, eligibility, regional, or product-type constraints, you may complete the transaction using an alternative method; however, IndiVend may not record that transaction as GMV, and certain plan features, analytics, or fee calculations may not apply to that transaction.

(d) Payment processors. Payment processing is provided by third-party payment processors. Your use of any payment processor is subject to that processor's terms and onboarding requirements. You are responsible for eligibility, verification (KYC), disputes, refunds, chargebacks, and compliance obligations imposed by the processor.

We may modify, add, or remove features at any time. Not all features are available in all regions or to all users.

We may refuse, remove, or disable Materials or storefronts that violate these Terms, the AUP, applicable law, or payment processor rules.

We may offer the Services to your competitors.

Verbal or written abuse, threats, or harassment toward IndiVend personnel may result in immediate suspension or termination.

If there is a dispute about Account ownership, we may request documentation and suspend access until resolved. We may transfer control to the rightful owner as we determine in our reasonable discretion.

You agree to provide accurate public-facing information on your storefront, including contact details and policies (e.g., fulfillment, returns/refunds, delivery/pickup timelines, booking cancellation/no-show policy if applicable).

IndiVend is a platform, not a marketplace. Any contract of sale is between you and your customer. You are the seller/merchant of record (unless explicitly stated otherwise in writing by IndiVend).

You are responsible for:

• product/service descriptions, pricing, fulfillment, and customer service;
• taxes you charge/collect/remit;
• refunds, returns, cancellations, chargebacks, disputes, and fraud handling;
• regulatory compliance (including consumer protection laws) in every jurisdiction where you operate;
• ensuring you have rights to sell the products/services and to use all Materials you upload.

You represent and warrant that you will comply with all applicable laws, rules, and third-party rights in connection with your use of the Services.

You are responsible for your communications with customers and for obtaining all necessary consents for marketing, messaging, and data collection.

(a) GMV means the total gross value of successfully processed transactions completed through IndiVend Checkout for your storefront(s) during a calendar month, excluding (i) refunds and chargebacks, (ii) shipping or delivery fees, (iii) tips or gratuities, and (iv) taxes collected (if taxes are separately stated at checkout).

(b) Monthly GMV means GMV recorded during a given calendar month.

IndiVend offers plans that may include a subscription fee and/or a fee calculated as a percentage of Monthly GMV ("GMV Fee"). Current standard plans include:

(a) Free Plan: a 2.5% GMV Fee on Monthly GMV.

(b) Growth Plan: a monthly subscription fee of $34 USD (or the 135.000 COP equivalent in Colombia) plus a 1.2% GMV Fee on Monthly GMV.

We may offer additional plans, promotions, or custom pricing in a written order form or in-product checkout flow. If there is a conflict between these Terms and an order form, the order form controls for pricing.

(a) Subscription billing. Subscription fees (if applicable) are billed in advance on a monthly basis and renew automatically until you cancel.

(b) GMV Fee billing. GMV Fees are calculated monthly based on Monthly GMV and billed after the month ends (or as otherwise described in your Account billing settings).

(c) Currency. IndiVend currently supports billing in USD (United States) and COP (Colombia). If you are billed in COP, the COP equivalent of the USD subscription fee will be determined at the time of billing using a reasonable exchange rate source selected by IndiVend (for example, our payment processor, bank rate, or a reputable published reference rate), and may include rounding.

(d) Payment method. You must keep a valid payment method on file. You authorize IndiVend to charge all Fees to your selected payment method.

If we cannot successfully charge your payment method, we may retry and/or suspend access to the Services, including disabling storefront checkout, until outstanding amounts are paid.

(a) Platform fees. Fees are exclusive of applicable taxes unless stated otherwise. If we are required to collect taxes on Fees, we will do so based on your billing information and applicable law.

(b) Your business taxes. You are responsible for determining, collecting, reporting, and remitting any taxes related to your sales and your business operations.

IndiVend does not provide refunds for Fees, except where required by law or expressly stated in writing by IndiVend.

"Confidential Information" includes non-public business, technical, and financial information disclosed by one party to the other.

Each party will use the other's Confidential Information only to perform obligations under these Terms and will protect it using reasonable care.

Confidential Information does not include information that is public through no fault of the receiving party, independently developed, or lawfully obtained from a third party.

A party may disclose Confidential Information if required by law, provided it gives notice when legally permitted.

The Services are provided "as is" and "as available." We disclaim all warranties to the maximum extent permitted by law.

To the maximum extent permitted by law, IndiVend is not liable for indirect, incidental, special, consequential, or punitive damages, or loss of profits, revenue, data, goodwill, or business opportunities.

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

• your breach of these Terms or the AUP,
• your products/services, Materials, or customer interactions,
• your violation of law or third-party rights,
• disputes, refunds, chargebacks, fraud, or fulfillment issues.

If IndiVend provides templates, recommendations, analytics, or marketing/content tools, you are responsible for reviewing and using them lawfully. IndiVend does not guarantee outcomes or performance.

You retain ownership of your Materials.

You grant IndiVend a non-exclusive, worldwide, royalty-free license to host, store, reproduce, display, and distribute your Materials as necessary to provide and operate the Services (including displaying your storefront, catalogs, and related content).

IndiVend may list and promote your storefront name/logo in IndiVend-operated directories, product materials, and marketing channels to promote the Services.

You represent you have all rights and consents needed to grant the license above and to publish your Materials.

IndiVend and its licensors own all rights to the Services, software, designs, and trademarks. You may not use IndiVend trademarks without our prior written consent.

IndiVend may offer optional features (e.g., bookings, rewards, messaging, marketing tools, integrations). We may require additional terms for certain features and will present them to you.

(a) The Services may integrate with third parties (e.g., payment processors, messaging providers, maps, analytics).

(b) Your use of third-party services is at your own risk and subject to third-party terms.

(c) You authorize IndiVend to share data with third parties as needed to provide integrations you enable.

(d) IndiVend is not responsible for third-party services, outages, or acts/omissions.

We may offer pre-release or beta features ("Beta Services"). Beta Services may be unstable, may change, and may be discontinued at any time. Beta Services are provided without warranties and at your own risk.

You agree not to publicly disclose Beta Services access or details without our consent.

Our collection and processing of personal data is described in our Privacy Policy.

If you collect personal data from customers via your storefront, you are responsible for providing notices and obtaining consents required by law. If a DPA applies, it governs how we process customer data on your behalf.

Payment processing is handled by third-party payment processors. IndiVend may not store full card numbers (depending on integration). You are responsible for compliance obligations applicable to your business.

We use reasonable administrative, technical, and organizational safeguards, but no system is 100% secure.

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles. Any dispute arising out of or relating to these Terms or the Services will be brought exclusively in the state or federal courts located in New Castle County, Delaware, and each party consents to personal jurisdiction and venue in those courts.

These Terms begin when you first create an Account or use the Services and continue until terminated.

You may cancel your Account at any time via [in-app cancellation method] or by contacting support.

We may suspend or terminate your Account immediately for violations of these Terms, the AUP, legal risk, fraud/abuse, or security reasons, or as otherwise required by law.

Upon termination:

• access to the Services may end immediately;
• storefronts may be taken offline or made inaccessible;
• outstanding Fees become immediately due.

Sections that by their nature should survive termination will survive, including Sections 5, 6, 7, 8, 9.2, 10, 12, 13, 14, and 16.

These Terms and incorporated policies are the entire agreement between you and IndiVend regarding the Services.

If any provision is unenforceable, the remainder remains in effect.

Failure to enforce a provision is not a waiver.

IndiVend may assign these Terms in connection with a merger, acquisition, or sale of assets. You may not assign without our consent.

Neither party is liable for delays or failures due to events beyond reasonable control.