Teams Supplemental Terms

1Agreement and scope

These Venderra Teams Supplemental Terms ("Supplemental Terms") govern your access to and use of Venderra Teams ("Teams"), a collaborative workspace feature provided by Venderra LLC ("Venderra," "we," "us," or "our").

These Supplemental Terms are incorporated into the Venderra Terms of Service. Venderra's Privacy Policy also applies to information processed through Teams.

By affirmatively accepting these Supplemental Terms and creating, joining, or continuing to use a Team, you agree to these Supplemental Terms and consent to enter into this agreement electronically.

These Supplemental Terms bind you as an individual user. If you create or use a Team in connection with an employer, client, or other organization, you represent that you are authorized to use Teams for that purpose and to submit the Team Content you provide. Your use of Teams does not, by itself, establish that you have authority to bind that organization to a separate commercial agreement with Venderra.

2Definitions

"Team" means a shared workspace within Venderra.

"Team Owner" means the Venderra user account designated within the Service as the owner of a Team.

"Team Member" means a Venderra user with active access to a Team, including the Team Owner.

"Team Content" means non-public information submitted to, uploaded to, imported into, or generated within a Team workspace, including vendor records, notes, evaluations, cost or pricing information, budgets, pipeline information, campaign information, dates, statuses, next actions, imported files, and attachments.

Team Content does not include Venderra's public vendor directory, public reviews, or other information Venderra makes generally available through the Service.

3Beta service

Teams is a beta, pre-release feature and is provided "AS IS" and "AS AVAILABLE." Features, permissions, storage behavior, and functionality may change during the beta period.

• Venderra does not promise any particular level of availability, uptime, performance, support, or data durability for Teams.
• Teams may contain defects, errors, or incomplete functionality.
• Venderra may modify, limit, suspend, or discontinue Teams or particular beta features.
• Teams is not a system of record. You are responsible for maintaining independent copies of information you cannot afford to lose.

4Ownership and license

Venderra does not claim ownership of Team Content

All ownership and other rights in Team Content remain with the person or entity that owns or lawfully controls those rights under applicable law, contract, employment obligations, or other agreements.

Uploading, creating, editing, or contributing Team Content does not transfer ownership of that content to Venderra and does not give a Team Member ownership rights that the Team Member would not otherwise have.

Venderra does not determine or adjudicate ownership disputes between Team Members, employers, former employers, clients, vendors, or other third parties.

For purposes of administering the Venderra platform only, the Team Owner controls membership and access to the Team workspace. Workspace access does not determine legal ownership of Team Content.

Limited license to operate Teams

You grant, and represent that you are authorized to grant, Venderra a non-exclusive, worldwide, royalty-free license to host, store, copy, transmit, display, and otherwise process Team Content solely as reasonably necessary to:

• provide and operate Teams;
• make Team Content available to authorized Team Members;
• maintain, secure, troubleshoot, and improve the Service;
• prevent fraud, abuse, security incidents, and violations of applicable agreements;
• provide support requested by you or another authorized Team Member; and
• comply with applicable law or valid legal process.

This license does not give Venderra ownership of Team Content.

Non-public Team Content

Venderra will not intentionally publish identifiable Team Content publicly, sell identifiable Team Content, disclose identifiable Team Content to vendors referenced within it for those vendors' marketing or sales purposes, or use identifiable Team Content to train a general-purpose or third-party machine learning model.

If you affirmatively invoke a feature that clearly states it will process selected Team Content using an AI or other third-party service, Venderra may process that selected content as described at the time you use the feature and in the Privacy Policy.

5Authority to upload Team Content

You may submit Team Content only if you have the legal and contractual right to share that content with Venderra and with the Team Members who will have access to it.

You are responsible for determining whether your employer, client, vendor agreement, nondisclosure agreement, confidentiality obligation, employment obligation, or other contract restricts your ability to submit particular information.

Vendor pricing, proposals, negotiated discounts, contract terms, and similar commercial information may be confidential. Venderra cannot determine whether you are permitted to share that information. You are responsible for making that determination before uploading it.

6Sensitive and prohibited content

Teams is designed for ordinary B2B marketing and vendor-planning information. It is not designed for highly sensitive, regulated, or credential data.

Do not submit:

• Social Security numbers, passport numbers, driver's license numbers, or other government identification numbers;
• payment card information, bank account information, or financial account credentials;
• passwords, authentication credentials, API keys, access tokens, or private encryption keys;
• protected health information, medical information, biometric information, or precise geolocation information;
• special-category or similarly sensitive personal data unless Venderra has expressly approved that use in writing;
• classified, export-controlled, or ITAR-controlled information;
• malware or files intended to disrupt or damage a system; or
• content that is unlawful, defamatory, infringing, or otherwise violates third-party rights.

Teams is not designed for regulated or specially controlled workloads. Unless Venderra expressly states otherwise in writing, Venderra does not represent that Teams complies with HIPAA, PCI DSS, FedRAMP, or similar regulatory or compliance requirements, or that Teams has undergone independent assurance or certification under frameworks such as SOC 2 or ISO 27001.

7Team access and workspace control

Teams is a shared workspace. Team Content made available within the workspace is visible to active Team Members unless Venderra expressly identifies a feature as having more limited access controls.

Depending on a Member's role and the functionality available at the time, Team Members may be able to add, edit, delete, download, or export Team Content. Do not add information to a Team that you are not authorized to make available to the Team's active Members.

Team Owners are responsible for managing Team membership and promptly removing individuals who should no longer have access, including former employees, contractors, or collaborators.

Invite codes and account credentials must be kept confidential. If your Team uses an invite code, you are responsible for sharing it only with people who should have access. Notify Venderra promptly if you believe an invite code or account has been compromised.

Once Team Content is lawfully exported or downloaded by a Team Member, that copy is outside Venderra's technical control.

8Privacy, security, and service providers

Venderra uses technical and organizational measures designed to protect Team Content, including authentication controls, encryption in transit, and database-level access controls. No method of transmission or storage is completely secure, and Venderra cannot guarantee absolute confidentiality, integrity, or availability.

Venderra may use third-party service providers for hosting, database services, file storage, authentication, monitoring, email, support, security, and related infrastructure. Those providers may process Team Content only as reasonably necessary to provide services to Venderra, subject to applicable agreements and safeguards.

Venderra may access or disclose Team Content where reasonably necessary to investigate security incidents, prevent fraud or misuse, enforce applicable agreements, protect the rights or safety of Venderra or others, or comply with applicable law or valid legal process.

Additional information about Venderra's data practices is available in the Privacy Policy.

9Aggregated and de-identified information

Venderra may create and use aggregated or de-identified information derived from Team Content to operate, secure, analyze, and improve Venderra and to understand broader market trends.

Venderra will not disclose information derived from Team Content in a manner that identifies, or could reasonably be used to identify, an individual user, organization, Team, specific transaction, or underlying confidential business relationship.

10Leaving, removal, export, retention, and deletion

Leaving or being removed from a Team

When a Team Member leaves or is removed from a Team, that Member's access to the Team workspace ends. Team Content previously contributed by that Member may remain available to the Team and its remaining Members.

A former Team Member does not have a continuing right through Venderra to access, export, modify, or delete Team Content after that Member's Team access ends. This rule governs access within Venderra only and does not determine legal ownership of the underlying information.

Account deletion

Deleting an individual Venderra account removes that user's access to Teams but does not necessarily delete Team Content previously contributed to a Team. Team Content may remain available within the Team subject to these Supplemental Terms and the Team's access controls.

Venderra may retain limited records necessary to document acceptance of legal terms, prevent fraud or abuse, comply with legal obligations, resolve disputes, or establish or defend legal claims.

Exports and Team deletion

Where export functionality is available, authorized Team Members may export Team Content made available to them. Team Owners may request deletion of a Team by contacting hello@venderra.co. Venderra may retain deleted Team Content in backups for a commercially reasonable period and may retain information longer where required by law or reasonably necessary to resolve disputes or enforce agreements.

11Suspension and termination

Venderra may suspend or terminate access to Teams or a particular Team if Venderra reasonably believes that use of the feature violates these Supplemental Terms or the Terms of Service, creates a material security, legal, or operational risk, infringes third-party rights, or must be restricted to comply with law.

You may stop using Teams at any time. Provisions that by their nature should survive termination, including provisions concerning ownership, licenses, confidentiality limitations, retained acceptance records, disputes, and liability, will survive as applicable.

12Relationship to other Venderra terms

The Venderra Terms of Service, Privacy Policy, and applicable policies remain in effect.

If these Supplemental Terms conflict with the Terms of Service specifically concerning Team Content, privacy within Teams, Team access, ownership of Team Content, or offboarding from Teams, these Supplemental Terms control for that issue.

The governing law, dispute resolution, arbitration, limitation of liability, indemnification, intellectual property, and other generally applicable provisions of the Terms of Service apply to Teams unless these Supplemental Terms expressly state otherwise.

For clarity, the general license Venderra receives for public reviews or other public-facing user content does not apply to private Team Content. Team Content is governed by these Supplemental Terms.

13Changes and contact

Venderra may update these Supplemental Terms as Teams evolves. For material changes, Venderra will provide reasonable advance notice by email, in-product notice, or another reasonable method before the changes take effect.

If Venderra requires renewed acceptance of a material change, you may be required to accept the updated Supplemental Terms before continuing to access Teams.