Terms of Service
Subscription terms for VynDeal CRM by Quiamo Digital Market Services LLP.
Download the full Master Services Agreement (MSA) PDF for your legal team.
1. The Agreement
These Terms of Service ("Terms") govern your use of the VynDeal CRM platform ("Services") provided by Quiamo Digital Market Services LLP ("we", "us", "our"). By creating an account or using the Services, you ("you", "Customer") accept these Terms and confirm you have authority to bind your organisation.
For enterprise procurement, the full Master Services Agreement is available as a signable PDF (link above). The PDF MSA and these Terms cover the same subject matter; in the event of conflict, the executed MSA takes precedence.
2. Definitions
- Services — the VynDeal CRM platform and related documentation, APIs, and support.
- Customer Data — data you submit to the Services.
- User — an individual you authorise to access the Services.
- Subscription Term — the period for which you have paid.
- Fees — amounts payable as set out in your Order Form or our pricing page.
3. The Services
We grant you a non-exclusive, non-transferable, worldwide right to access and use the Services during the Subscription Term.
We will use commercially reasonable efforts to maintain at least 99.5% uptime, excluding scheduled maintenance and circumstances beyond our reasonable control.
We may modify the Services from time to time; material reductions in functionality will be communicated in advance.
4. Acceptable use
You are responsible for User credentials and Users' compliance with these Terms. You will not, and will not permit Users to:
- Reverse-engineer, decompile, or attempt to extract source code
- Send spam or unsolicited communications in violation of law
- Upload malicious code or scan for vulnerabilities
- Use the Services for unlawful purposes or in violation of third-party rights
- Resell or sublicense access to third parties not authorised by your subscription
- Upload special category personal data, payment card data, children's data, or other regulated data without prior written agreement
5. Customer Data
You retain all rights to Customer Data. You grant us a limited licence to host, copy, transmit, and display Customer Data solely to provide the Services.
You are responsible for the lawfulness of Customer Data and for obtaining all consents required to upload it. We process personal data within Customer Data under our Data Processing Agreement.
On termination, you may export Customer Data in a structured, machine-readable format for 30 days. After that, we may delete Customer Data, subject to legal retention requirements.
6. Intellectual property
We retain all rights in the Services, including improvements and feedback. No rights are granted other than those expressly stated.
If you provide feedback, you grant us a perpetual, royalty-free licence to use it.
7. Fees and taxes
You will pay Fees as set out in the Order Form or pricing page. Fees are exclusive of taxes (GST in India, VAT in UK/EU). For B2B customers in the UK or EU who are VAT-registered, the reverse-charge mechanism applies.
Subscriptions auto-renew unless either party gives 30 days' notice of non-renewal. Fees are non-refundable except as expressly stated. We may suspend Services if Fees are 30 days overdue, on 14 days' notice.
8. Term and termination
Either party may terminate for material breach not remedied within 30 days of notice, or immediately for insolvency. We may suspend Services immediately for security or legal risk.
On termination: rights to use the Services cease; accrued Fees remain payable; clauses that by nature survive (Customer Data export, IP, confidentiality, indemnity, liability) continue.
9. Confidentiality
Each party will protect the other's confidential information using reasonable care, will not disclose it except as necessary to perform the Agreement, and will use it only for purposes of the Agreement. Standard exceptions apply (publicly known, prior knowledge, independent development, legal disclosure).
10. Warranties and disclaimers
Each party warrants it has the authority to enter into this Agreement.
We warrant that we will provide the Services with reasonable skill and care.
EXCEPT AS STATED, THE SERVICES ARE PROVIDED "AS IS". WE DISCLAIM IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION.
11. Indemnities
We will defend you against third-party IP infringement claims relating to the Services (subject to standard cooperation conditions).
You will defend us against third-party claims arising from your Customer Data, your breach of these Terms, or combinations of the Services with non-Quiamo products or data.
12. Limitation of liability
NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA.
EACH PARTY'S TOTAL AGGREGATE LIABILITY IS LIMITED TO FEES PAID OR PAYABLE IN THE 12 MONTHS PRECEDING THE EVENT.
These limits do not apply to: confidentiality breach; the indemnities above; wilful misconduct or fraud; or any liability that cannot be excluded by law.
13. Force majeure
Neither party is liable for failure caused by events beyond reasonable control (natural disasters, war, terrorism, government action, telecoms or internet failures, pandemic disruption).
14. Sub-processors and changes
We may engage sub-processors as listed at /policies/subprocessors.html. We will give 30 days' notice of new sub-processors.
We may update these Terms on 30 days' notice. If a change is materially adverse to you, you may terminate and receive a pro-rata refund.
15. Anti-bribery and sanctions
Each party will comply with applicable anti-bribery and anti-corruption laws (UK Bribery Act 2010, Indian Prevention of Corruption Act). Each party warrants it is not subject to UK, EU, US, or UN sanctions.
16. Governing law
For UK-based customers: laws of England and Wales; courts of England and Wales.
For EEA-based customers: laws of the customer's country of establishment.
For all other customers: laws of India; courts of Pune, Maharashtra.
17. Notices
Notices to us: legal@vyndeal.com with copy to our registered office.
Notices to you: the email on your account.
18. General
If any provision is invalid, the rest remains in effect. No waiver applies to subsequent breaches. You may not assign without our consent. We may assign on merger, acquisition, or sale of assets. These Terms (with the DPA, Privacy Policy, and any Order Form) are the entire agreement.