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Terms & Conditions

Clear, plain-English operational terms for our brand building, custom web development, and marketplace management engagements.

Last Updated: October 2026Master Agreement v2.5
01

Overview & Agreement

These terms outline how Vendrioza works with you. When you use our website, book an audit, or hire our team, these terms apply to our engagement.

Vendrioza ('we', 'us', or 'our') provides professional digital agency services across brand building, custom web development, and multi-platform marketplace management. By accessing our website or engaging our services, you agree to be bound by these terms.

We believe in honest, straightforward partnerships without confusing legal tricks. If you execute a separate Master Services Agreement (MSA), custom proposal, or Statement of Work (SOW) with us, the specific terms in that signed document will take precedence over any general terms here.

02

Our Services & Scope

We deliver focused digital execution across two operational pillars, each customized to your business goals.

All client engagements are defined by a mutually approved proposal or Statement of Work detailing channels, deliverables, SKU volume, and timelines. We operate as an independent contractor.

  • Brand Building & Web Development: Custom WordPress theme design and development (corporate, B2B, service, and eCommerce sites), Shopify Liquid storefronts, vector brand identity kits, and conversion creative.
  • Marketplace Management: End-to-end catalog setup, flat-file uploads, parent-child variation structuring, search ranking optimization, and buyer inquiry support across Amazon, Walmart, and eBay.
03

How We Work & Milestones

Our four-stage delivery model keeps every project organized, predictable, and transparent from day one.

We run engagements through four defined stages: Audit (diagnosing current performance and bottlenecks), Plan (defining roadmap and milestones), Setup (configuring environments, assets, and catalog data), and Run (active daily operations, listing management, and reporting).

High-quality delivery depends on active collaboration. Milestone schedules rely on timely receipt of your brand assets, product specifications, and design feedback. When inputs are delayed, project timelines adjust naturally without penalty to either party.

04

Account Access & Security

We practice strict least-privilege access and enforce rigorous device and credential security.

To manage your marketplace or website infrastructure, you provide us with delegate, secondary user, or staff permissions (such as Amazon Secondary User access or Shopify Staff accounts). You should never share primary root account passwords.

Our team accesses client systems from dedicated, secure hardware with mandatory two-factor authentication (2FA). We never share credentials across accounts. When an engagement finishes or pauses, we purge stored local tokens, and you retain full authority to revoke permissions immediately.

05

Client Responsibilities

You maintain legal ownership and ultimate accountability for your brand, catalog, and inventory.

You represent and warrant that all catalog data, UPCs/EANs, product descriptions, trademarks, and media provided to Vendrioza are authentic, accurate, and do not infringe on any third-party intellectual property rights.

You remain responsible for complying with marketplace policies (such as Amazon Restricted Products or Walmart Prohibited Categories), keeping sufficient product inventory in stock, and fulfilling customer orders within published SLAs.

06

Pricing, Retainers & Invoicing

Transparent pricing with no surprise fees. We believe in clear, upfront commercial arrangements.

Ongoing operational retainers are billed in advance on a recurring monthly cycle. Fixed-scope projects (such as custom WordPress website builds) are typically billed on milestone schedules, such as a 50% deposit upfront and 50% upon final acceptance prior to deployment.

Invoices are payable within seven (7) days of receipt via approved payment methods (credit card, bank ACH, or international wire). If an invoice remains unpaid past fifteen (15) days, we may pause active operations until your account balance is cleared.

07

Cancellations & Retainer Flexibility

We earn your trust every month. You are never locked into multi-year contracts.

Standard operational retainers run month-to-month. You can cancel, pause, or adjust your service tier at any time by providing written notice at least seven (7) days before the start of your next billing cycle.

Because our fees compensate reserved operator time, specialized design work, and dedicated engineering labor, payments for completed work or active monthly cycles are non-refundable.

If you choose to cancel, we ensure an orderly handoff: wrapping up pending tasks through the end of your paid billing period, delivering all final files, and ensuring clean permission transitions.

08

Ownership & Intellectual Property

The rule is simple: once an invoice is paid in full, you own 100% of the custom work we built for you.

Upon full payment of applicable fees, you own exclusive rights to all custom deliverables produced specifically for your business, including custom WordPress themes, page designs, brand assets, graphics, and video cuts.

Vendrioza retains ownership of our pre-existing internal frameworks, automation code, software connectors, and general workflow tooling developed independently of your project.

Unless agreed otherwise under a written Non-Disclosure Agreement (NDA), Vendrioza may display your public brand name, logo, and finished work samples in our portfolio and case studies.

09

Third-Party Platform Realities

We operate on external ecosystems whose proprietary algorithms and uptime remain outside our control.

Our work interfaces directly with third-party platforms including Amazon, Walmart, eBay, Shopify, WordPress/Automattic, Meta, and Google. These companies maintain unilateral control over their algorithms, commission rates, and terms of service.

While we apply proven optimization techniques, no agency can guarantee specific sales revenue or #1 search rankings. Vendrioza is not liable for third-party platform downtime, algorithm revisions, API outages, or automated platform account suspensions outside our direct operational control.

10

Liability & Fair Commercial Limits

We stand behind our work with rigorous commercial diligence, balanced by reasonable liability caps.

We warrant that all services will be performed in a professional, workmanlike manner consistent with recognized industry standards.

To the extent permitted by law, neither party will be liable for indirect, incidental, or consequential damages (such as lost profits or lost business opportunities). Our total aggregate liability arising out of any engagement is strictly limited to the total fees you paid to Vendrioza in the three (3) months preceding the claim.

11

Confidentiality & Getting in Touch

Your trade secrets, margins, and sales data stay confidential with us.

Both parties agree to protect all non-public proprietary information shared during the engagement, including sales figures, margin data, supplier details, and strategic plans. Confidential information will never be shared with third parties without prior written consent.

If you have questions about these terms or wish to review a custom Master Services Agreement (MSA) or mutual NDA, please contact our operational leads at hello@vendrioza.com or schedule an introductory call.

Need a custom enterprise agreement or have questions?

We accommodate custom Master Services Agreements (MSAs), custom NDAs, and corporate procurement processes. Speak directly with an operational lead.