Terms of Service

Version 1.1Effective: Pending counsel reviewLast updated: 21 October 2026

By creating an account, accessing, or using the Vantemo platform (the "Platform"), you ("Merchant", "you") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not use the Platform.

These Terms constitute a legally binding agreement between you and Inovacijų dialogas, MB (company registration number 306672068, registered at P. Vileišio g. 15-25, LT-10306 Vilnius, Lithuania) ("Vantemo", "we", "us").

By checking the acceptance checkbox during registration, you confirm that: (a) you have read and understood these Terms; (b) you have the legal authority to accept these Terms on behalf of yourself or your organisation; and (c) you accept the Data Processing Agreement which forms part of these Terms.

These Terms apply to all users of the Platform. If you are using the Platform on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms.

1. Eligibility

1.1 You must be at least 18 years of age to use the Platform.

1.2 By using the Platform, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into these Terms.

1.3 If you are registering on behalf of a company, you represent that you are authorised to bind that company to these Terms.

1.4 Business use only. The Services are intended exclusively for business use. By creating an account, you represent and warrant that you are acting in the course of your trade, business, craft, or profession, and not as a consumer within the meaning of Directive 2011/83/EU or any equivalent national legislation. Individuals who are not acting in a commercial capacity may not use the Platform. If, notwithstanding the foregoing, a court of competent jurisdiction determines that you are a consumer, you acknowledge that you have been informed of your right to withdraw from this contract within 14 days of its formation, and that by using the Services you expressly request immediate performance and consent to waive your right of withdrawal upon first use, in accordance with Article 16(a) of Directive 2011/83/EU.

1.5 You may not use the Platform if you are prohibited from doing so under applicable law, including EU sanctions regulations.

2. Account Registration

2.1 To use the Platform, you must create an account by providing your name, email address, and a password. You agree to provide accurate, current, and complete information.

2.2 You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately at [email protected] of any unauthorised access to your account.

2.3 You may not transfer, sell, or assign your account to any third party without our prior written consent.

2.4 We reserve the right to refuse registration or terminate accounts at our discretion, particularly where these Terms or our Acceptable Use Policy are violated.

2.5 Upon registration, a shop is created for you with a subdomain in the format {slug}.vantemo.com. The slug is automatically generated from your name but may be changed subject to availability.

2.6 Your subdomain is provided for use solely in connection with operating your Vantemo store. You may not use the subdomain to host content unrelated to your store, or in a manner that could damage Vantemo's reputation or brand.

2.7 Custom domain support is available on PRO and higher subscription tiers. Domain configuration is your responsibility. Vantemo provides tools to assist but does not guarantee DNS propagation times.

2.8 We reserve the right to reclaim subdomains that are inactive for an extended period or that violate these Terms, with reasonable notice where practicable.

3. The Services

Vantemo provides a multi-tenant software-as-a-service e-commerce platform that enables merchants to create and operate online stores. The Platform includes:

  • Store creation and management tools
  • Product catalogue, inventory, and order management
  • Storefront hosting on a {your-shop}.vantemo.com subdomain
  • Payment processing infrastructure (via Stripe Connect)
  • Customer-facing storefront with cart and checkout
  • Analytics, email marketing, and reporting features (tier-dependent)
  • Theme and page editor tools

Features available to you depend on your subscription tier. See our pricing page for details.

Free tier. The free tier is permanently available and your store will not be taken offline solely because you use the free tier or decline to upgrade to a paid plan. (Separately, if a paid subscription's payment fails, a temporary billing suspension may apply during the dunning period — see Section 4.5.) The free tier is subject to usage limits as published on our pricing page. Prolonged inactivity is treated separately from your choice of plan: a free-tier store with no administrator activity for an extended period may be warned, then suspended, and ultimately deleted, as described in Section 17.6.

Premium preview. New accounts on the free tier receive a one-time 14-day premium preview during which Ultra-plan features are unlocked at no charge, with the exception of metered AI and translation credits, which remain at the free-tier allowance during the preview. The premium preview is granted once per account. After the preview period, features revert to free tier limits. The premium preview is a courtesy and is not a guarantee or contractual entitlement.

The Platform operates on a shared infrastructure architecture in which multiple merchants are served by the same application and database systems. Vantemo implements technical and organisational access controls — including tenant-scoped database queries and application-level isolation — to prevent unauthorised access to your data by other users of the Platform. Complete removal of your data from backup systems may take up to 30 days following deletion, as described in Section 18.

Geographic availability. Certain features of the Services (including SMS messaging and specific payment methods) may be available only in specific geographic regions. Feature availability by region is described on our pricing page or in the relevant feature documentation.

Service availability. We aim to provide a reliable service but do not guarantee uninterrupted availability. We will use commercially reasonable efforts to minimise downtime and will notify you of planned maintenance where practical.

Modifications. We may modify, update, or discontinue features of the Services at any time. For modifications that materially reduce the functionality of your current paid plan, we will provide at least 30 days' notice and a pro-rated credit or refund for the affected period.

4. Subscription Plans, Fees, and Billing

4.1 Subscription fees. Subscription fees are charged monthly or annually in advance, depending on your chosen billing period. Fees are shown on our pricing page and are subject to change with 30 days' notice.

4.2 Transaction fees. In addition to subscription fees, Vantemo charges a platform transaction fee on each sale processed through Stripe, as detailed on our pricing page. The transaction fee is deducted from your Stripe payouts automatically and is in addition to any fees charged by Stripe. Sales processed through another payment provider you connect (such as MakeCommerce) settle directly to your own account with that provider and do not carry a Vantemo transaction fee.

4.3 VAT. Subscription fees shown are exclusive of VAT unless stated otherwise. Where VAT applies (EU B2B with a valid VAT number: reverse charge; EU B2C: VAT at your country's rate; outside the EU: no VAT), it will be applied to your invoice.

4.4 Billing cycle. Your subscription renews automatically at the end of each billing period. By providing a payment method, you authorise us to charge the applicable subscription fee on each renewal date.

4.5 Failed payments. If a payment fails, we will retry the charge up to three times over a period of seven days. After three failed attempts, your storefront(s) are temporarily suspended (taken offline) across your organisation while the payment issue remains unresolved; your data is retained throughout. If a subsequent payment succeeds, your storefront(s) are brought back online. If the subscription is not restored and is ultimately cancelled, your account is downgraded to the free tier and your storefront(s) are brought back online under free-tier limits (consistent with the free-tier commitment in Section 3). You may upgrade again at any time by providing a valid payment method.

4.6 Price changes. We may change subscription prices on 30 days' written notice to you. Price changes take effect at your next renewal after the notice period. If you do not accept the new price, you may cancel your subscription before the renewal date.

4.7 Billing information. When you subscribe to or upgrade a paid plan, your billing details — billing name, billing address, and VAT number where your country supports one — are collected through our payment provider (Stripe) at checkout and used to issue invoices and to determine the applicable VAT treatment (including EU reverse charge where a valid VAT number is provided). You agree to provide accurate and complete billing information when prompted at checkout. We are not responsible for incorrectly issued invoices where the error results from inaccurate information you have provided.

5. Cancellation and No Refund Policy

5.1 Cancellation. You may cancel your paid subscription at any time via your account settings or by contacting [email protected]. Cancellation takes effect at the end of your current billing period; your store and all features remain available until the end of the paid period.

5.2 Refund policy. All subscription fees are non-refundable. No refunds or credits are issued for partial periods, unused portions of a subscription period, downgrades, or account termination for breach of these Terms.

5.3 Exception — material feature reduction. If we discontinue a feature that was material to your current paid plan without providing a comparable replacement, you may request a pro-rated credit for the remaining period of your then-current billing cycle. Such requests must be made within 30 days of the feature discontinuation.

5.4 Downgrade. If you move to a lower paid plan, the change takes effect immediately: your feature access and per-sale transaction fee update to the new plan straight away. Any amount already paid for the current period is not refunded or credited; your subscription continues at the price you already paid until your next renewal, at which point the lower plan's price applies. If instead you cancel your paid plan to return to the free tier, your current plan's features remain available until the end of the paid period, after which your account moves to the free tier. Downgrading does not entitle you to a refund of fees already paid.

5.5 Free tier. The free tier may be cancelled by either Party in accordance with Section 17 (Suspension and Termination by Vantemo) and Section 18 (Termination by You). Cancellation of a free account results in the deletion procedure set out in Section 18.

5.6 Switching and exit are free. Nothing in this Section limits your data-portability, switching, and exit rights under Section 18.6. We do not charge any fee for switching to another provider, for porting your data, or for exiting Vantemo, and the no-refund policy in Section 5.2 does not apply to those rights (EU Data Act Article 29).

6. Acceptable Use

6.1 You are solely responsible for operating your store in compliance with all applicable laws and regulations, including consumer protection laws, distance selling regulations, product safety laws, and tax obligations in your jurisdiction and your customers' jurisdictions.

6.2 You are responsible for the accuracy and legality of all products, prices, descriptions, and content published on your store.

6.3 You must issue legally compliant invoices, receipts, or order confirmations to your customers as required by applicable law.

6.4 You are responsible for fulfilling all orders placed through your store, including shipping, returns, refunds, and customer service.

6.5 You must maintain adequate stock levels and promptly update your store if products become unavailable.

6.6 You are responsible for collecting and remitting all applicable taxes on sales through your store. Vantemo does not provide tax advice and is not responsible for your tax compliance.

6.7 Automated tools and AI agents. You are solely responsible for all actions taken on your account by automated tools, scripts, API integrations, or AI agents operating under your credentials, including any changes to pricing, inventory, product listings, or customer communications. Vantemo is not liable for any losses resulting from errors, malfunctions, or unintended actions of such tools.

6.8 Permitted use and licences. You may use the Platform only for lawful commercial purposes consistent with these Terms. You are responsible for obtaining all licences, permits, and regulatory approvals required to sell your products or services in your target markets.

6.9 Accessibility (European Accessibility Act). The European Accessibility Act (Directive (EU) 2019/882), as implemented in Lithuania by Law No. XIV-1633 and applicable since 28 June 2025, requires certain traders that sell to consumers to make their products and services accessible to persons with disabilities. If you are not a microenterprise — that is, if you have 10 or more employees, or both an annual turnover and a balance-sheet total above €2 million — you are responsible for ensuring that your store and its content meet the applicable accessibility requirements and, where required, for describing in your general terms and conditions how your service meets those accessibility requirements (as required by Article 13 and Annex V of the Directive). You are solely responsible for your own accessibility compliance; Vantemo does not assume your accessibility obligations.

6.10 Product safety (General Product Safety Regulation). The General Product Safety Regulation (Regulation (EU) 2023/988), applicable since 13 December 2024, sets safety obligations for products made available to consumers in the EU. You are responsible for complying with it in respect of the products you sell, including: displaying the product-safety information required for distance sales under Article 19 (such as the identity and contact details of the manufacturer and of any responsible economic operator, and any warnings or safety information); ensuring that, where your products are placed on the EU market, a responsible economic operator established in the EU exists as required by Article 16; and carrying out any recall or other corrective action required if a product you sell is found to be unsafe. Each Vantemo storefront is operated by the individual merchant, who is the seller of the products offered on it and the consumer's contracting party; Vantemo does not operate an online marketplace bringing together third-party sellers and consumers. Vantemo provides the storefront software only and is not the producer, importer, distributor, or responsible economic operator for your products.

7. Prohibited Conduct

7.1 Prohibited products (outright ban — zero tolerance):

  • Weapons, firearms, ammunition, explosives, and components thereof
  • Controlled substances, illegal drugs, and paraphernalia designed primarily for drug use
  • Child sexual abuse material or any content that sexualises minors
  • Products or services designed to facilitate human trafficking, forced labour, or exploitation
  • Counterfeit goods, including fake designer products or pirated software
  • Products prohibited by EU sanctions regulations
  • Malware, spyware, ransomware, or software designed to cause harm to computer systems

7.2 Products requiring prior written approval:

  • Adult content (legally permitted in your jurisdiction, no minors, age verification required)
  • Prescription-only medicines or controlled medical devices
  • Financial services or investment products subject to regulatory licensing
  • Gambling services (including lotteries, betting) subject to licensing requirements
  • Products subject to import/export restrictions in the seller's or buyer's jurisdiction

Contact [email protected] for approval before listing any product in this category.

Products permitted but subject to merchant compliance: The following are permitted provided you implement all required age verification, licensing, and regulatory compliance in every jurisdiction where you sell:

  • Alcohol;
  • Tobacco, vaping, and nicotine products;
  • CBD and hemp products (where legal in your jurisdiction);
  • Dietary supplements;
  • Age-restricted video games.

7.3 You may not use the Platform to:

  • Violate any applicable law or regulation
  • Infringe any third party's intellectual property, privacy, or other rights
  • Transmit spam, unsolicited commercial messages, or fraudulent communications
  • Engage in deceptive practices, including false advertising, misleading pricing, or fake reviews
  • Interfere with or disrupt the Platform's infrastructure, security, or other users' accounts
  • Attempt to gain unauthorised access to any part of the Platform
  • Knowingly collect personal data from individuals under 16 without appropriate parental consent mechanisms
  • Use the Platform in a manner that damages Vantemo's reputation

7.4 Violation of this Section may result in immediate suspension or termination of your account without notice, and may be reported to relevant law enforcement or regulatory authorities.

8. Merchant Obligations — Data Protection and Privacy

8.1 Our processing of your personal data as a merchant is governed by our Privacy Policy.

8.2 Your processing of your end-customers' personal data through the Platform is governed by our Data Processing Agreement (DPA), which forms part of these Terms. You accepted the DPA at registration. By using the Platform, you confirm that you are a Data Controller for your end-customers' data and that you have the legal basis to process that data.

8.3 You must provide your end-customers with a legally compliant privacy policy and cookie notice. Vantemo provides tools to help you implement these, but compliance is your responsibility.

8.4 Breach notification. If you become aware of any security incident affecting your customers' personal data, you must notify your relevant supervisory authority within 72 hours and notify affected customers without undue delay, as required by GDPR Art. 33 and 34. Vantemo will notify you of any Security Incident affecting data held on our systems as described in the DPA.

9. Intellectual Property

9.1 Vantemo's IP. The Platform, including all software, design, branding, documentation, and content created by Vantemo, is owned by or licensed to Vantemo and is protected by intellectual property laws. These Terms do not grant you any ownership rights in the Platform.

9.2 Your content. You retain all rights to content you upload to the Platform (products, images, text, etc.). By uploading content, you grant Vantemo a non-exclusive, royalty-free licence to host, store, display, and distribute that content solely for the purpose of operating your store and providing the Services to you.

9.3 Feedback. If you provide feedback or suggestions about the Platform, we may use that feedback without restriction or compensation to you.

9.4 Restrictions. You may not copy, modify, distribute, sell, or lease any part of the Platform, nor reverse-engineer or attempt to extract the source code, without our prior written consent.

9.5 Licence and notices. Subject to these Terms, Vantemo grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Services for your lawful business purposes during the term of these Terms. You shall not remove or obscure any proprietary, branding, or copyright notices appearing in or on the Services.

10. Third-Party Services and Integrations

10.1 Payment processors. The Platform integrates with third-party payment processors including Stripe and MakeCommerce. Your use of these payment processors is subject to their own terms of service and privacy policies. Vantemo is not a party to payment transactions between you and your customers and is not responsible for the acts or omissions of payment processors.

10.2 Other integrations. The Platform may allow you to connect third-party tools and services (advertising platforms, analytics tools, shipping providers, etc.). Your use of any third-party service is governed by that service's own terms. Vantemo is not responsible for the availability, accuracy, or conduct of third-party services.

10.3 Stripe Connect. If you use Stripe to receive payouts, you must also agree to Stripe's Connected Account Agreement and Stripe's Services Agreement. By connecting a Stripe account, you authorise Vantemo to submit payment instructions on your behalf.

10.4 PayPal. If you connect PayPal, your use of PayPal is subject to PayPal's own terms. You may not connect PayPal to a store whose business is online gaming or gambling, travel booking (including online travel agencies), cryptocurrency, or event ticketing. Subject to Section 7 and each processor's own terms, stores in these categories may use the other payment processors the Services offer. Vantemo may disconnect PayPal from a store that breaches this Section 10.4.

11. Illegal Content — Notice and Action (DSA Compliance)

11.1 Vantemo hosts content uploaded by merchants (product descriptions, images, blog posts, pages). As a hosting provider under the EU Digital Services Act (DSA, Regulation (EU) 2022/2065), we operate a notice-and-action mechanism for illegal content.

11.2 To report illegal content hosted on a Vantemo-powered storefront, contact [email protected] with: (a) the URL of the content; (b) a description of why the content is illegal and under which law; (c) your contact details. We will acknowledge receipt and take action in accordance with DSA obligations.

11.3 Merchants whose content is removed will be notified and may appeal. Appeals should be sent to [email protected]. We will respond within a reasonable period.

11.4 Vantemo is not liable for merchant-uploaded content, but will remove illegal content promptly upon receiving a valid notice.

11.5 False notices. Submitting a notice that you know to be false or misleading is a misuse of this mechanism. Vantemo reserves the right to take appropriate action against parties who submit manifestly unfounded notices, including reporting to relevant authorities.

11.6 CSAM. Any content that sexualises minors must be reported immediately. In addition to notifying us at [email protected] (such reports may be made anonymously), you are encouraged to report such content to your national authority and/or the Internet Watch Foundation (iwf.org.uk). We will refer all CSAM reports to relevant law enforcement without delay.

11.7 Statement of reasons (DSA Article 17). Where we remove, disable access to, restrict the visibility of, or otherwise act against specific content on your store under this Section, we will give you a statement of reasons for that decision. In line with Article 17 of the Digital Services Act (Regulation (EU) 2022/2065), we will provide it at the latest from the date the restriction takes effect (Article 17(2)), and it will identify the content affected, the reason for our decision and the ground we relied on (the specific provision of these Terms or of the applicable law), and how you can contest it — through the appeal in Section 11.3 and our complaint-handling procedure in Section 15. You additionally retain the right to pursue any available out-of-court dispute settlement and to seek judicial redress. The full set of information elements required for such statements is set out in Article 17(3).

12. Intellectual Property — Takedown Procedure

12.1 If you believe that content on a Vantemo-powered store infringes your intellectual property rights, contact [email protected] with: (a) identification of the copyrighted work or trademark alleged to be infringed; (b) the URL of the infringing content; (c) a statement that you have a good faith belief the use is not authorised; (d) a statement that the information in your notice is accurate; (e) your contact details.

12.2 We will respond to valid takedown notices promptly. Repeat infringers' accounts may be terminated.

12.3 Counter-notice. A merchant who believes content was wrongly removed may submit a counter-notice to [email protected]. We will restore the content within 10–14 business days of receiving a valid counter-notice unless the rights holder initiates legal proceedings.

13. Chargebacks and Payment Disputes

13.1 Chargebacks (disputed transactions initiated by your customers through their card issuer) are your responsibility as the merchant. Vantemo is not liable for chargeback costs, fees, or losses arising from your customers' disputed transactions.

13.2 Chargeback costs. Each chargeback incurs fees from the payment processor (Stripe or MakeCommerce). These fees are charged to you and may be deducted from your pending payouts. Vantemo is not responsible for chargeback fees and does not absorb chargeback costs on your behalf.

13.3 High chargeback rate. If your store's chargeback rate exceeds thresholds set by our payment processing partners, Stripe or MakeCommerce may place your account under review, withhold payouts, or terminate your payment processing relationship. Vantemo is not liable for any consequences arising from payment processor actions taken due to your chargeback rate.

13.4 Payout holds. Payment processors may hold your payouts as a risk management measure, particularly for new accounts, unusual transaction patterns, or elevated chargeback rates. Vantemo has no control over payout holds imposed by Stripe or MakeCommerce.

13.5 Platform-level losses. Under the Stripe Connect Platform Agreement, Vantemo is jointly and severally liable to Stripe for negative balances, disputes, refunds, and reversals arising from transactions on your Connected Account. You agree to indemnify and reimburse Vantemo in full for any amounts debited from Vantemo's platform account by Stripe or any other payment processor as a result of your transactions, chargebacks, disputes, or violations of payment processor terms. This indemnification obligation survives termination of these Terms.

14. Online Contract Formation (E-Commerce Directive)

14.1 In accordance with the EU Electronic Commerce Directive (2000/31/EC) and applicable Lithuanian law, Vantemo's provider information is as follows:

Inovacijų dialogas, MB
Company registration number: 306672068
VAT number: LT100016637613
Registered address: P. Vileišio g. 15-25, LT-10306 Vilnius, Lithuania
Contact: [email protected]

14.2 Contract formation. These Terms constitute a legally binding contract between you and Vantemo. The contract is formed when you complete the registration process and click the acceptance checkbox confirming your agreement to these Terms and the Data Processing Agreement. Our Privacy Policy is provided to you as a transparency notice and is referenced in these Terms; it is a disclosure document, not a contract requiring your separate acceptance.

14.3 Steps to conclude the contract:

  • Complete the registration form with your details;
  • Read these Terms and the DPA (and review our Privacy Policy);
  • Tick the acceptance checkbox;
  • Click the "Create account & activate" button.

You may correct any input errors before submitting by navigating back through the registration form.

14.4 Electronic signature. By clicking the acceptance checkbox and submitting the registration form, you provide an electronic signature within the meaning of Article 3(10) of Regulation (EU) No 910/2014 (eIDAS). This electronic signature has equivalent legal effect to a handwritten signature to the extent permitted by applicable law.

14.5 Contract storage. These Terms are available for storage and reproduction by you and are always accessible at vantemo.com/terms. When you accept, Vantemo records the date, time, and IP address of your acceptance, together with the version of the Data Processing Agreement you accepted.

14.6 Language. These Terms are available in English. The contract between you and Vantemo is concluded in English.

15. Merchant Complaint Handling

15.1 Internal complaint system. If you have a complaint about the Platform, a decision we have made affecting your store, or our compliance with these Terms, please contact us at [email protected]. We will acknowledge your complaint within 5 business days and aim to respond substantively within 15 business days.

15.2 Appealable decisions. If we take a decision that restricts or terminates your access to the Platform, or removes your content, we will notify you in writing with reasons. You may appeal the decision by emailing [email protected] within 14 days of the notice.

15.3 P2B Regulation. If Vantemo qualifies as an "online intermediation service" under Regulation (EU) 2019/1150 (P2B), the following additional provisions apply: (a) we will provide you with at least 15 days' notice before making changes to these Terms that affect your use of the Platform; (b) we will provide a statement of reasons for any restriction, suspension, or termination of your account.

15.4 Mediation. If your complaint cannot be resolved through our internal process, you may refer the matter to one of our designated mediators:

  • VšĮ Lietuvos mediacijos ir arbitražo centras (lmac.lt)
  • Any other mediator mutually agreed by the Parties, provided the mediator is accredited for commercial disputes in Lithuania or another EU Member State.

Mediation is voluntary and does not affect your right to seek judicial remedy.

16. Beta Features

16.1 From time to time, Vantemo may offer features or services that are in beta, preview, or early access stage ("Beta Features"). Beta Features are provided "as is" without warranty of any kind.

16.2 Beta Features may be modified, suspended, or discontinued at any time without notice or liability to you.

16.3 Your use of Beta Features constitutes acceptance of the additional risks associated with pre-release software, including potential data loss, instability, or unexpected behaviour.

16.4 Not for production-critical use. You should not rely on Beta Features for mission-critical operations. Vantemo is not liable for any losses resulting from your use of or reliance on Beta Features.

17. Suspension and Termination by Vantemo

17.1 By us. We may suspend or terminate your account by following this single-track process:

  1. Warning: Written notice of the breach or violation by email, with details of the issue.
  2. 7-day cure period: You have 7 days to remedy the breach. Urgent or severe violations (including illegal content, security threats, or abuse of other users) may be acted on immediately.
  3. Suspension: If the breach is not remedied within 7 days, we may suspend your store (storefront goes offline; admin dashboard remains accessible for data export).
  4. Termination: If the breach is not remedied within a further 14 days, we may terminate your account permanently.

17.2 Effect of termination. On termination: (a) your access to the Platform ceases; (b) your storefront goes offline; (c) your data is deleted or anonymised in accordance with our Privacy Policy and DPA; (d) financial records are retained for 10 years as required by Lithuanian accounting law.

17.3 No refunds on termination. No subscription fees are refunded on termination, except where termination is due to our material breach of these Terms.

17.4 Non-payment. Failure to pay subscription fees is not treated as a breach subject to the cure-period procedure above. Non-payment triggers the dunning and free-tier downgrade process described in Section 4.5.

17.5 Urgent action. Notwithstanding the cure period, Vantemo may take immediate action (including suspension without prior notice) where we reasonably believe your use of the Services creates an imminent security risk to the platform or other merchants, is causing or likely to cause harm to your customers or third parties, or violates applicable law in a manner requiring immediate action. We will notify you of any such action promptly and provide an opportunity to respond.

17.6 Inactivity suspension and deletion (free-tier stores). To keep the platform secure and free of abandoned stores, a free-tier store with no administrator activity for an extended period is subject to an automated lifecycle, measured from your last administrator activity (or, for a brand-new store, from its creation): (a) after approximately 80 days of inactivity, we email the store owner an inactivity warning; (b) after approximately 90 days, we take the storefront offline (suspend it) while retaining your data; (c) after approximately 180 days, we email a final deletion warning; and (d) approximately 30 days after that deletion-warning email, the store and its data are permanently deleted. We do not delete a store while it still has open (unfulfilled) orders, and any activity in your dashboard resets the clock. Before a store is permanently deleted — and in any event through the final deletion-warning email in point (c) — you are given the opportunity to sign in and export your data. This lifecycle applies only to free-tier stores; paid stores are not deleted for inactivity. It is separate from the billing-related downgrade in Section 4.5 and from the breach-based suspension in Sections 17.1–17.5; deletion follows the procedure in Section 18.3, and the retention of related records is described in our Privacy Policy.

17.7 Statement of reasons for suspension or restriction (DSA Article 17).Where we suspend, restrict, or terminate your account or storefront under this Section on the ground that content on your store is illegal or that your use of the Services is incompatible with these Terms, we will give you a statement of reasons for that decision. In line with Article 17 of the Digital Services Act (Regulation (EU) 2022/2065), we will provide it at the latest from the date the measure takes effect (Article 17(2)); it will identify the reason for the measure and the ground we relied on (the specific provision of these Terms or of the applicable law), and it will tell you how to contest the decision — through our complaint-handling procedure in Section 15. You additionally retain the right to pursue any available out-of-court dispute settlement and to seek judicial redress. The full set of information elements required for such statements is set out in Article 17(3). A purely billing-related suspension for non-payment (Sections 4.5 and 17.4) is not a restriction of this kind and Article 17 does not apply to it; we will still tell you the reason for it, and you may contest it through Section 15.

18. Termination by You

18.1 By you. You may cancel your subscription or delete your account at any time from your account settings or by contacting [email protected]. Cancellation of a paid plan takes effect at the end of your current billing period.

18.2 Effect of cancellation. On cancellation of a paid subscription, your account reverts to the free tier at the end of the current billing period. Your store remains online on the free tier, subject to free-tier limits.

18.3 Account deletion. Account deletion is a confirmed, two-step process:

  • Request: You verify your identity (your password, plus a two-factor code if you have two-factor authentication enabled) and we email you a confirmation link. Requesting deletion does not, by itself, take your storefront offline, lock your account, or cancel your subscription — nothing is deleted until you confirm.
  • Confirmation and 30-day grace period: When you click the confirmation link, deletion is scheduled for 30 days later. The 30-day cancellation window runs from this confirmation, not from your initial request. During the grace period your storefront stays online, your account remains accessible, and your subscription continues; you may cancel the deletion at any time by contacting [email protected] or from your account settings.
  • After the grace period: Your account, storefront content, and personal data are permanently deleted, and your active subscription (if any) is cancelled. The platform's link to any connected Stripe account is severed at this point; your Stripe account itself is unaffected and remains yours — Vantemo does not close or deauthorise it. Financial records (invoices and the orders behind them) are retained for 10 years as required by Lithuanian accounting law (Finansinės apskaitos įstatymas / Law on Financial Accounting, No. IX-574): the customer email is removed from these records, while the name, address, VAT ID, and company code are retained where required for a valid invoice.

18.4 Deletion audit record. To evidence that your erasure request was carried out, Vantemo retains a minimal deletion record (including the account owner's email address) after deletion. This record is kept only for as long as necessary to demonstrate that the deletion was performed and to handle any related legal claims, and its continued retention is reviewed periodically.

18.5 Data export. We recommend you export your data before requesting account deletion. To request an export of your account data, contact [email protected]. Account deletion itself is initiated from Settings → Profile in your dashboard. We cannot recover data after the 30-day grace period has expired. Your statutory data-portability, switching, and exit rights under the EU Data Act — including the data-retrieval window described there — are set out separately in Section 18.6 and are not cut off by this recommendation.

18.6 Data portability, switching, and exit. We do not lock you into Vantemo. As a good-faith commitment, and to the extent the EU Data Act (Regulation (EU) 2023/2854), in particular Article 25, applies to the Services, we support your ability to switch to another provider or to bring your operations in-house and to export your data as described below. This Section describes how we do so; it is offered voluntarily and is not an admission that the EU Data Act applies to the Services. These commitments are in addition to, and are not limited by, the cancellation and no-refund terms in Section 5 or the export and deletion terms elsewhere in this Section 18.

  • (a) Switching and porting. On your request, we will assist you in switching to another data processing service or in porting your exportable data and digital assets to your own on-premises infrastructure. We will begin without undue delay and complete the switch within a transitional period of 30 calendar days, starting after the notice period in point (d).
  • (b) Assistance, continuity, and security. During the switch we will support your exit strategy and take reasonable measures to maintain business continuity, keep the Services and your data secure, and provide the information and technical assistance reasonably required to complete the switch.
  • (c) Exportable data and formats. On request, we provide an export of your shop's exportable data — including your product catalogue, order records, store content and configuration, and your customer records — in commonly used, machine-readable, open formats (CSV and JSON), accompanied by a manifest describing each file and its schema. The categories of data and the formats available are published in our switching register at vantemo.com/switching.
  • (d) Notice period. The maximum notice period for initiating the switching process is two months. You may start the process at any time from your account settings or by contacting [email protected].
  • (e) Data that is not ported. Data specific to the internal functioning of our platform, our own intellectual property and trade secrets, other merchants' data, and any third-party credentials or secrets stored on your behalf (such as payment, shipping, tax, invoicing, or email-provider credentials) are not part of your exportable data and are not ported.
  • (f) Data retrieval window and erasure. After the transitional period ends you will have a retrieval window of at least 30 calendar days to download your exportable data, after which — or after an alternative period agreed with you — we will erase your exportable data and digital assets, provided the switching process has completed successfully.
  • (g) No switching charges. We do not charge any fee for switching, porting, exit, or for exporting the data described in this Section (Article 29 of the EU Data Act). Subscription fees for any period during which you continue to use the Services are unaffected.
  • (h) Extension of the transitional period. If completing the switch within 30 days is technically unfeasible, we will notify you within 14 working days and the transitional period may be extended, but not beyond seven months. Independently of that, you may extend the transitional period once, for a period you consider more suitable for your own purposes.
  • (i) Completion and termination. The switching process is considered complete on the successful port of your data or, where you choose not to switch but to have your exportable data erased, at the end of the notice period in point (d); we will notify you accordingly.

Our switching procedures, methods, formats, and any known restrictions are published — for reference before you contract with us — at vantemo.com/switching (EU Data Act Article 26). The jurisdictions to which our infrastructure is subject, and the measures we take against unlawful international governmental access to non-personal data, are published at vantemo.com/data-jurisdiction (EU Data Act Article 28).

19. Disclaimer of Warranties

The Platform is provided on an "as is" and "as available" basis. To the maximum extent permitted by applicable law, Vantemo disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that the Platform will be uninterrupted, error-free, or free of viruses or other harmful components. We do not warrant that the Platform will meet your specific requirements.

Where applicable EU law confers implied warranties or conditions that cannot be excluded, such warranties and conditions are included to the minimum extent required by law.

20. Limitation of Liability

To the maximum extent permitted by applicable law, Vantemo's total aggregate liability to you for all claims arising under or in connection with these Terms, whether in contract, tort (including negligence), or otherwise, shall not exceed the greater of: (a) the total fees paid by you to Vantemo in the 12 months immediately preceding the event giving rise to the claim; or (b) €100.

Vantemo is not liable for: (a) loss of profits, revenue, or data; (b) indirect, incidental, special, consequential, or punitive damages; (c) business interruption or loss of goodwill; (d) losses arising from your failure to comply with applicable law; (e) actions or omissions of third parties, including Stripe, payment processors, or your customers.

Gross negligence and wilful misconduct. Notwithstanding the foregoing, the limitations and exclusions of liability in this Section shall not apply to losses arising from a Party's gross negligence (didelis neatsargumas) or wilful misconduct (tyčia), in accordance with Articles 6.246–6.249 of the Lithuanian Civil Code.

Nothing in these Terms excludes or limits either Party's liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) any liability that cannot be excluded or limited under applicable Lithuanian or EU law.

No relationship with your customers. Vantemo provides technology services to you as a merchant. Vantemo is not a party to any transaction between you and your customers, has no contractual relationship with your customers, and assumes no liability whatsoever — whether in contract, tort, or otherwise — for the products or services you sell, your fulfilment obligations, or your customers' experience. Any claim by your customers arising from their use of your store or their purchase of your products is solely between you and them.

21. Indemnification

21.1 You shall indemnify, defend, and hold harmless Vantemo, its directors, employees, and agents from and against any claims, damages, penalties, fines, costs, and expenses (including reasonable legal fees) arising from or relating to:

  • your use of the Platform in violation of these Terms;
  • your content, products, or services;
  • your failure to comply with applicable law, including tax, consumer protection, and data protection law;
  • any claim brought by your customers related to your store or products;
  • your infringement of any third party's intellectual property rights; or
  • any amounts debited from Vantemo's accounts by Stripe or any other payment processor as a result of your transactions, chargebacks, disputes, refunds, reversals, or violations of payment processor terms, as described in Section 13.5.

22. Changes to These Terms

22.1 We may modify these Terms at any time. We will provide at least 30 days' notice of material changes by email to your registered address and by displaying a prominent notice in your admin dashboard.

22.2 If you object to a change, you may terminate your account without penalty within 30 days of the notice, in accordance with Section 18.

22.3 Your continued use of the Platform after the effective date of a change constitutes acceptance of the updated Terms for non-material changes only.

22.4 If a change materially affects how we process your personal data, we will seek your explicit consent where required by law.

23. Governing Law and Dispute Resolution

23.1 These Terms are governed by and construed in accordance with the laws of the Republic of Lithuania, without regard to conflict of law principles.

23.2 Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of Vilnius, Lithuania.

23.3 Notwithstanding the above, either Party may seek interim injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending the resolution of a dispute.

23.4 Nothing in these Terms affects your rights as a consumer under mandatory applicable EU consumer protection law.

23.5 Before initiating legal proceedings, you agree to attempt to resolve any dispute with us informally by contacting [email protected]. We will endeavour to resolve disputes informally within 30 days.

23.6 If the dispute cannot be resolved informally, you may refer it to mediation in accordance with Section 15.4.

23.7 Nothing in this Section prevents either Party from seeking urgent interim relief from a court.

24. General Provisions

24.1 Entire agreement. These Terms, together with the Privacy Policy and Data Processing Agreement, constitute the entire agreement between you and Vantemo with respect to the Platform and supersede all prior agreements and understandings.

24.2 Severability. If any provision of these Terms is found to be invalid or unenforceable, that provision shall be modified to the minimum extent necessary to make it valid and enforceable. The remaining provisions shall continue in full force and effect.

24.3 Waiver. Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.

24.4 No assignment. You may not assign your rights or obligations under these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets. Vantemo will notify you of any such assignment within 30 days.

24.5 Force majeure. Neither Party shall be liable for failure to perform obligations where such failure is caused by circumstances beyond that Party's reasonable control (including natural disasters, government action, internet outages, failures of third-party service providers, cyberattacks including ransomware and distributed denial-of-service attacks, supply chain attacks on cloud infrastructure providers, DNS infrastructure failures, changes in applicable sanctions or export control regimes, or power grid failures), provided that the affected Party notifies the other promptly.

24.6 Language. These Terms are provided in English. In the event of any inconsistency between the English version and any translation, the English version shall prevail.

24.7 Notices. Notices under these Terms shall be given by email to your registered email address (from us to you) or to [email protected] (from you to us).

24.8 Relationship. These Terms do not create any partnership, joint venture, employment, or agency relationship between you and Vantemo.

24.9 Survival. The following Sections shall survive the termination or expiration of these Terms for any reason: Section 4 (Subscription Plans, Fees, and Billing) and Section 5 (Cancellation and No Refund Policy), Section 9 (Intellectual Property), Section 13 (Chargebacks and Payment Disputes), Section 17 (Suspension and Termination by Vantemo) and Section 18 (Termination by You), Section 19 (Disclaimer of Warranties), Section 20 (Limitation of Liability), Section 21 (Indemnification), Section 23 (Governing Law and Dispute Resolution), and this Section 24 (General Provisions). Any other provision that by its nature is intended to survive termination shall also survive.

25. Contact

For questions about these Terms, contact:

Inovacijų dialogas, MB (trading as Vantemo)
P. Vileišio g. 15-25, LT-10306 Vilnius, Lithuania
[email protected]