Terms of Service

1. Acceptance of Terms

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.

2. Description of 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.

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.

3. Eligibility

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

3.2 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.

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

3.4 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.

3.5 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.

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

4. Account Registration

4.1 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.

4.2 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.

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

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

5. Shop Creation and Subdomain

5.1 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.

5.2 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.

5.3 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.

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

6. Merchant Obligations

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.

7. Acceptable Use

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.

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. Fees, Billing, and Payments

8.1 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.

8.2 Transaction fees. In addition to subscription fees, a transaction fee applies to each sale made through your store, as detailed on our pricing page. The transaction fee is deducted before payouts are made to you via Stripe Connect.

8.3 Free tier. The FREE tier incurs no subscription fee but is subject to a 5% transaction fee on all sales. Platform features are limited on the FREE tier.

8.4 Payment processing. Payments are processed by Stripe Inc. By using the Platform, you also agree to Stripe's Terms of Service. You must complete Stripe Connect onboarding to receive payouts.

8.5 Refund policy. All subscription fees are non-refundable. No refunds are issued for unused portions of a subscription period, except in the case of a material removal of features you have paid for, at our sole discretion.

8.6 Late payment and suspension. If a payment fails, we will notify you and retry payment. Persistent payment failure may result in suspension of your account in accordance with Section 18.

8.7 Tax. Subscription fees shown are exclusive of VAT unless stated otherwise. Where VAT applies (EU B2B: reverse charge; EU B2C: VAT at your country's rate), it will be added to your invoice.

9. Data Processing

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

9.2 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.

9.3 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.

10. Intellectual Property

10.1 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.

10.2 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.

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

10.4 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.

11. Digital Services Act — Notice and Action

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.

12. Intellectual Property Takedowns

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.

13. Chargeback Liability

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 Stripe may withhold funds or impose reserves on your account in response to elevated chargeback rates, in accordance with Stripe's terms.

13.3 You are responsible for maintaining a chargeback rate within acceptable limits as defined by Stripe and applicable card network rules. Excessive chargeback rates may result in suspension of your payment processing capability.

13.4 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. E-Commerce Disclosures

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 These Terms are available for storage and reproduction by you. A copy will be emailed to you on acceptance and is always accessible at vantemo.com/terms.

14.3 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.

14.4 The contract concluded between you and Vantemo is formed at the moment you check the acceptance checkbox and submit your registration. No separate signature is required.

15. Merchant Complaint Handling and P2B Mediation

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.

17. Modification of Terms

17.1 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.

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

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

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

18. Termination

18.1 By you. You may terminate your account at any time from Settings → Privacy & Data → Delete my account, or by contacting [email protected]. Termination takes effect at the end of your current billing period for paid plans.

18.2 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.

18.3 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.

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

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 13.4.

22. Governing Law and Jurisdiction

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

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

22.3 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.

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

23. Dispute Resolution

23.1 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.

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

23.3 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 8 (Fees, Billing, and Payments), Section 10 (Intellectual Property), Section 13 (Chargeback Liability), Section 18 (Termination), Section 19 (Disclaimer of Warranties), Section 20 (Limitation of Liability), Section 21 (Indemnification), Section 22 (Governing Law and Jurisdiction), 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]