Terms & Conditions
THESE TERMS AND CONDITIONS ARE MANDATORY AND BINDING FOR ALL USERS OF THIS WEB SITE; ANY USER WHO DOES NOT AGREE WITH THEM SHOULD REFRAIN FROM ACCESSING THIS SITE.
TERMS AND CONDITIONS OF USE
These general terms and conditions of use (the “Terms and Conditions”) regulate the access and/or use of the website https://www.vendorplace.com (the “Website”) property of Yaydoo, S.A.P.I. de C.V. (hereinafter “Vendorplace”), a stock corporation of variable capital investment promoter, legally incorporated under the laws of the United Mexican States (“Mexico”), with Federal Taxpayer Registry YAY161018CX7 and with registered office at Avenida Uno No. 131, Col. San Pedro de los Pinos, Benito Juárez, Mexico City, Mexico, C.P. 03800.
The use of the Website implies that the user grants his/her express, free, informed, specific and unequivocal consent to all the policies set forth in these Terms and Conditions. It shall be understood that you accept these Terms and Conditions by (i) having expressly accepted them through the use of the Website’s acceptance functions, (ii) by having registered on the page, and/or (iii) by tacit acceptance in the event that you have subscribed to any of the services offered by the portal.
The Products and/or Services (as such term is defined below) offered on the Website shall only be available to persons who have the legal capacity to contract in terms of the applicable legislation. The Products and/or Services may not be used by persons who do not have such capacity, minors or users of the Website who have been temporarily suspended or permanently disabled. Likewise, those persons who do not accept the present Terms and Conditions, as well as the respective terms and conditions of each one of the Products and/or Services, in its case, will not be able to access or use the Products and/or Services.
1. USER
Any person accessing, using, and/or browsing the Web Site tacitly accepts and is bound by these Terms and Conditions and, therefore, is deemed to be a user (the “User”).
2. PRODUCTS AND/OR SERVICES.
The products and/or services offered through the Website are intended to improve the cash flow and liquidity of companies, by automating accounts receivable, accounts payable and reconciliation, on the same platform (the “Products and/or Services”).
Vendorplace provides software as a service (SaaS) products and services through its website and for this purpose, it is assisted by other entities, which in accordance with the applicable provisions may provide complementary services for Vendorplace’s comprehensive solution to work.
3. QUALITY OF PRODUCTS AND SERVICES.
Neither Vendorplace, nor its suppliers or business partners, shall be liable for any damage or harm suffered by the User as a result of inaccuracies, queries made, typographical errors and changes or improvements made from time to time to the Website Products and/or Services offered on the Website.
Vendorplace offers the Products and/or Services with a commercially reasonable level of competence and diligence, however, it makes no warranties of any kind in connection therewith. Vendorplace makes no representations or warranties of any kind, express or implied, regarding the operation of the Website, information, content, materials, services or products included. The User expressly agrees that use of the Website is at the User’s own risk. Vendorplace reserves the right to remove or delete any information from the Website, at any time, at its sole discretion. Neither Vendorplace, nor its suppliers, business partners or distributors make any specific warranties regarding the Products and/or Services. Vendorplace excludes all warranties to the extent permitted by applicable law.
Pursuant to these Terms and Conditions, Vendorplace does not assume and shall not assume any liability whatsoever to any person, arising or that may arise from the Products and/or Services, navigation on the Website, queries, clarifications and/or any other type of response provided by Vendorplace, by any means of communication.
The User agrees to hold harmless Vendorplace, its shareholders, subsidiaries, affiliates, officers, directors, employees, consultants, agents, representatives and/or any person related to it, from any liability that may be imputed under and/or in connection with the Website, the provision of the Products and/or Services or any other derived from these Terms and Conditions.
The User understands and accepts that Vendorplace shall be limited for any type of liability, in all cases, to the amount paid as consideration for the Products and/or Services in the year immediately preceding the year in which Vendorplace’s liability is ascertained.
4. BINDING.
These Terms and Conditions are mandatory and binding on all Users of the Web Site, therefore, any person accessing and/or using the Web Site expressly accepts in each and every one of its parts the Terms and Conditions set forth herein.
By accepting these Terms and Conditions, the User declares that: (i) has read and understands the legal scope of what is set forth in these Terms and Conditions; (ii) is a person with full capacity and age of majority to contract under the laws of Mexico; (iii) has not been previously suspended and/or disqualified temporarily or permanently, to use the Products and/or Services; and (iv) it is his/her will to be bound in accordance with the provisions of this document.
Persons who do not have the capacity to contract may not use the Products and/or Services of the Website, including: incapable persons, minors and/or those who have been suspended or disqualified by Vendorplace from using the Website.
5. MODIFICATIONS.
Vendorplace reserves the right to modify at its sole discretion the Terms and Conditions, as well as to suspend, change and/or terminate the Products and/or Services, which it will notify in a timely manner through the Website.
Vendorplace reserves the right to make, at any time and without prior notice, any modification or update of its contents and Products and/or Services in general, as well as the elements that make up the design and configuration of the Website and the corresponding conditions of access and use thereof.
6. ACCESS TO THE WEB SITE.
Access to the Website is free of charge, except for the cost of connection through the telecommunications network provided by the access provider contracted (ISP) by the User, which will be at the sole expense of the User without any liability for Vendorplace.
7. USER ACCOUNT.
Access to all content on the Website and the Products and/or Services shall be subject to registration, by filling out the corresponding registration form (the “Registration Form”) and the registration itself, which shall be available on the Website. The Registration Form requires the User to provide Vendorplace with the following personal information: full name; email address and create a password. Subsequently, the User’s telephone number will be requested, as well as the name of the company (the “Personal Data”). Similarly, Vendorplace will request the User’s account statements and other documents to comply with the PLD Provisions (as such term is defined below) in accordance with its user identification policy.
The treatment that Vendorplace will give to the Personal and Tax Data provided through the Registration Form may be consulted in the Privacy Notice made available to the User on the Website.
When so required, the User must submit documents proving the accuracy of the Personal and Tax Data provided to Vendorplace, which may require, to its satisfaction, various means to identify and/or confirm the User’s Personal and Tax Data.
The User guarantees and responds, in any case, for the truthfulness, accuracy, validity and authenticity of the Personal and Tax Data made available to Vendorplace; in the understanding that, the contravention of the provisions of this paragraph may result in its inability to access and use the Products and/or Services provided through the Website. The User must update the Personal and Tax Data in the event of any modification to these.
Vendorplace reserves the right to freely accept or reject the registration request by the User. Additionally, it may restrict, block and/or suspend access to the Website if it suspects that the information and/or documentation related to the User’s Personal and Tax Data are not true, accurate, current and/or authentic.
Similarly, Vendorplace may request additional information before the User makes or receives any payment, for purposes of complying with the Federal Law for the Prevention and Identification of Operations with Illicit Proceeds, its regulations and rules (the “PLD Provisions”), so it reserves the right to deny access to the Website in case the User does not provide the required information. Vendorplace may review or request the User to update the information required in the PLD Provisions or update general information, when it deems appropriate.
The identification annexes regulated by the PLD Provisions may be signed by the Customer or User by means of its FIEL, provided that the electronic signatures comply with the requirements set forth in Article 17-D of the Federal Fiscal Code or are those provided for in such number.
Additionally, the User may use advanced digital electronic signatures within the Web Site, by means of which the User may express its consent in accordance with Article 86 Bis of the Code of Commerce, in the understanding that the digital certificate issued must be issued by a competent body in terms of the Advanced Electronic Signature Law or, in its case, to have been issued by a certification service provider that has the favorable opinion of the Ministry of Economy to perform such activity and is included in the Directory of Certification Service Providers published by the General Directorate of Commercial Regulations of the Ministry of Economy.
8. ACCESS TO THE PERSONAL ACCOUNT AND OBLIGATION OF CONFIDENTIALITY OF THE SECURITY KEY.
The User will have access to a personal account (the “Account”), by entering the email address and personal security key chosen by the User (the “Security Key”).
The User, by creating an Account on the Website, declares, under oath, that he/she is at least 18 years of age or the legal age of majority required in his/her jurisdiction, as the case may be; the User acknowledges that any activity carried out with or through such Account is his/her responsibility and acknowledges that he/she is aware of and accepts the conditions set forth in these Terms and Conditions and in the Privacy Notice.
The Security Key is personal and non-transferable, therefore, the User is obliged to keep it strictly confidential. The User shall in any case be responsible for any activity that occurs in your Account and is liable to Vendorplace for any damage, harm, injury or detriment that may result from misuse, as well as the transfer, disclosure or loss thereof.
Vendorplace shall in no event be liable for the use that the User and/or third parties may make of the Website and/or the content. The User must notify Vendorplace in the event that he/she becomes aware that the Security Key has been used in an unauthorized manner to soporte@vendorplace.com. In any case, any operation carried out before notifying Vendorplace of such situation shall be deemed to have been carried out by the User, who shall be responsible for and shall pay the costs and/or damages arising from any unauthorized access and/or use.
Vendorplace reserves the right to reject and/or cancel a previously accepted registration, when in its sole discretion it considers that the obligations set forth in the Terms and Conditions have not been fully complied with, without being obliged to communicate or explain the reasons for its decision and without this giving rise to any right to compensation or indemnification in favor of the User in connection with such decision.
9. LICENSE.
Pursuant to these Terms and Conditions, Vendorplace grants in favor of the User who makes the registration indicated in the section called “User Account”, a temporary, non-exclusive, non-transferable, revocable and limited license with respect to Vendorplace’s software for the use of the Website, in order for the User to use it by and/or for himself/herself.
The User acknowledges and agrees that Vendorplace individually authorizes the User to use the software, and the User is responsible for the proper use of the software.
The User accepts and acknowledges that no property right over Vendorplace’s software, information or tools is conferred to him/her.
10. OPERATIVE PROCESS.
The User, upon logging into the Account through its username and Security Password, will be able to access the following functionalities of the Website:
a. Accounts Receivable:
Tool for the management and administration of accounts receivable, through the registration of data of the User’s customers (or debtors), as well as the balances corresponding to each of them.
Through this functionality, the Web Site allows the User to generate a record of customers, where it is possible to indicate in a simple way their name, description, e-mail, status, amount, reason and due date of the balance receivable from each one of them.
Likewise, the Web Site allows the User to manage collections by sending payment reminders to customers via e-mail.
The User who wishes to receive payments from its customers, must link an account for such purpose, providing its interbank CLABE, name of the account holder, RFC, financial institution and address linked to the account. The User must update the aforementioned information if it changes, and may also unlink it and enter the data of another account.
In the event that the User receives a payment on your account, and this is canceled by the customer, the User will owe the full amount of the payment and will be responsible for any losses that Vendorplace, its suppliers or any third party suffers as a result of the payment (e.g., fees, charges and penalties, etc.).
The function of receiving payments is performed by third party providers and Vendorplace only makes such function available for the benefit of the customer without Vendorplace being responsible for it. The User agrees that such function depends on the third parties to perform their functions under industry standards.
b. Payable:
Tool for the management and administration of accounts payable, through the registration of data of the User’s creditors, as well as the balances corresponding to each of them. The User will be able to make payments under the terms of the section called “Payments” regardless of whether the supplier has an account in Vendorplace or not.
Through this functionality, the Website allows the User to generate a register of creditors, where the name, description, e-mail, status, as well as the amount, reason and due date of the balance to be paid to each one of them can be indicated in a simple way.
Likewise, the Web Site allows the User to manage payments to creditors, leading the User to the payment gateway corresponding to each of the balances.
The User may choose any of the payment methods in his Account as his preferred payment method. It is possible that, on occasion, it may not be possible to use your preferred payment method, for example, if you select a credit card that has expired.
The User must only make payments from his or her Account and in his or her own name or in his or her capacity as a legal representative of a company. The User must be the beneficial owner and account holder.
The User wishing to make a payment must provide the following bank details: Name and surname of the cardholder, card number, month and year of expiration, CVV, as well as telephone number and email address.
11. PAYMENTS.
The Website makes available to the User the possibility of payments, which are processed through a payment gateway that is made available to the User and whose functionality is due to external suppliers, such as acquirers or aggregators, or technological service providers, which the gateway itself indicates, such as, but not limited to, Kushki S. de R.L. de C.V. and PMI Americas, S.A. de C.V. among others that Vendorplace may make available from time to time.
Likewise, the User authorizes Vendorplace to provide the resource management service, where appropriate, to assist the third parties indicated for the purpose of facilitating the purpose of making payments.
Pursuant to the provisions of the Privacy Notice, the interbank CLABE data provided to manage collections and payments, will be forwarded to the company providing the payment processing service and responsible for storing such data of the User, in which case, the User must accept the terms and conditions of the payment provider, so Vendorplace will not be responsible for the acts or omissions of such payment processing and the information provided by Users to such system regarding the payment method. The User may be redirected to the payment provider’s website through the link provided for that purpose. Also, as provided in the Privacy Notice, the User’s bank details to which Vendorplace has access will be treated through the use and implementation of security measures, in order to prevent any damage, loss, alteration, destruction, use, unauthorized access or treatment, without Vendorplace being liable in case of any act carried out by third parties, including, but not limited to, violation of security measures established by Vendorplace or the third party provider of the payment system.
For each invoice payment transfer made by the User to suppliers, the User will receive a payment receipt that has all the information to validate that the transfer was sent and received via SPEI in the consultation portal of Banco de Mexico. The transfer is made in a maximum of 3 business days to the account and a payment voucher is sent notifying exactly which invoice you are paying. The transfer via SPEI is not made by Vendorplace but by a Credit Institution authorized for the purpose of executing the payment instruction ordered by the User.
12. PAYMENT CLARIFICATIONS.
Vendorplace shall not be liable for any extraordinary charge that does not correspond to the operation of the platform that has been generated by the use of the same by the User or a third party, either by erroneous operations, system failures, or fraudulent transactions, or similar in nature for any reason, and that by way of example are: the failure of continuity plans in the computer systems of the means of payment system, the lack of care of their access keys or transactional information, including navigation in unsecured locations, or that do not meet the appropriate standards of computer security, identity theft, by acts of God or force majeure, among others. Also, Vendorplace is not responsible for the transactional data by virtue of the fact that they are controlled by the payment gateway.
The User, as generator of transactions and payment links of your account, is responsible for the verification of payments is made in accordance and as a result of their business relationship, so it is also responsible for any claim procedure that arises on the occasion of unrecognized charges, either promoted by the User himself or by third party debtors.
In that sense, in the event that any notification is received by the aggregator, that there is a clarification procedure for payments or charges made through the payment gateway, Vendorplace will proceed as follows:
1. The User will be notified, via email and/or through the platform, that a clarification request was received and the transaction data.
2. Vendorplace will place a hold equal to the amount of the clarification request:
- If the clarification request was notified within 3 business days following the transaction, Vendorplace will proceed to withhold the amount to be transferred.
- The request for clarification was notified after the deadline indicated in the previous paragraph, Vendorplace will indicate to the User that it has a balance pending to be covered, so Vendorplace will proceed to withhold amounts on future transactions it performs.
3. Upon receipt of the opinion regarding the clarification, if the issuing bank determines that the charge was made correctly and no debts are generated against Vendorplace, it will proceed to the release of the amounts withheld or the cancellation of instruction for future withholding of amounts.
In the event that the User or its supplier/debtor makes a clarification on inconsistencies or duplicity in payments derived from the platform, of which there is reliable proof, the User or its supplier/debtor may request Vendorplace an internal clarification, for which purpose it must send an email to the address soporte@vendorplace.com clearly indicating:
- The number and amount of the transaction.
- The reasons why you consider that there is an inconsistency.
- You must attach the corresponding evidence.
Once the internal clarification request is received, Vendorplace will notify by the same means that it has received the request and will proceed to resolve it within a period of up to 120 calendar days, notifying whether the corresponding clarification has been accepted or rejected or requiring additional information, depending on the case.
If the result of the review and validations made by Vendorplace is found that the User incurred, at the discretion of Vendorplace, in conduct or fraudulent, fraudulent or similar nature for any reason, shall not be obliged to return the amount of the respective transaction.
13. INVOICE SYNCHRONIZATION.
The User who wishes to synchronize invoices within the Web Site, must provide the company name, RFC, and the Confidential Electronic Identification Key composed (the “CIEC”) (the “Synchronization Data”), as well as specify the period you want to synchronize invoices, which may not be less than 12 months. The User shall agree that Vendorplace, either directly or through a supplier, has access to the CIEC.
The Synchronization Data will be protected with 256-bit AES encryption and will be subject to the Privacy Notice.
14. COMMISSIONS.
The User who pays or collects an invoice by Credit or Debit card shall pay a commission of 2.5% plus Value Added Tax of the total transaction. The commission is charged by a third party and will be deducted automatically. Neither Vendorplace nor its suppliers shall have any liability whatsoever arising from the relationship between the User and the debtor or supplier, as applicable.
Some of Vendorplace’s fees may be subject to taxes, levies, duties, tariffs or other similar governmental impositions, including, for example, value added tax, etc.,. It is the User’s responsibility to determine what taxes, if any, apply to payments it makes or receives, and it is solely responsible for applying, collecting, reporting and remitting the correct taxes to the appropriate authority. Vendorplace is not responsible for determining whether taxes apply to your transaction or for calculating, collecting, reporting or remitting any taxes arising from a transaction.
15. TRIAL PERIOD.
Users shall have a trial period of 14 (fourteen) calendar days (the “Trial Period”) counted from the time the 14-day free trial option is selected on the Website or, if applicable, the User closes the panel mode and agrees to begin the Trial Period.
During the Trial Period, the User shall be subject to these Terms and Conditions and may make use of all the functionalities of the Website. Vendorplace, at its sole discretion, may cancel the Trial Period at any time without liability.
The User may, at any time during the Trial Period, request the termination of the Trial Period or cancel the Account by contacting customer service at soporte@vendorplace.com. At the end of the Trial Period, the User may, at its option, enter into the Subscription (as such term is defined below) for the continuation of the services and use of the software.
16. SUBSCRIPTION.
The User who, at the end of the Trial Period, wishes to have access to the Products and/or Services offered through the Web Site, must subscribe for such purpose in the Web Site through the corresponding payment according to the desired periodicity (the “Subscription”).
The Subscription will have a cost of $999.00 (nine hundred ninety nine pesos 00/100 M.N.) plus VAT on a monthly basis or $11,988.00 (eleven thousand nine hundred ninety eight pesos 00/100 M.N.) plus VAT on an annual basis. The User must select and settle the entire payment either annually or monthly as appropriate. The User authorizes Vendorplace to make the corresponding payment according to the payment method selected by the User. The User authorizes Vendorplace to make the recurring charge in accordance with the periodicity selected by the User, i.e. monthly or annually at the payment method selected by the User.
The Subscription will be renewed for monthly or annual periods in accordance with the periodicity selected by the User. The User authorizes Vendorplace to make the recurring charge on a monthly or annual basis to the payment method selected by the User (the “Subscription Direct Debit”). The User may cancel at any time the Subscription Direct Debit or change the payment method by contacting the customer service e-mail soporte@vendorplace.com.
If the Subscription is for an annual period, the User and Vendorplace shall enter into the respective subscription agreement (the “Subscription Agreement”), and shall be subject to the terms and conditions thereof, and these Terms and Conditions shall apply to the extent that they do not contravene the Service Agreement.
In case of early cancellation of the Subscription for the corresponding period for any reason, the User shall not be entitled to claim the reimbursement of the charge made for the total term, and the User hereby waives any legal action on such act.
17. PAYMENT AND INVOICING CONDITIONS.
The Subscription to the Products and Services shall have the cost agreed upon in the pre-contractual phase with the Customer (the “Charges”), which includes unlimited transactions per User. The applicable Charges will be charged by Vendorplace automatically at the time the User makes the Subscription and provides the corresponding credit and/or debit card information and/or any other form of payment accepted by Vendorplace.
The Charges are final and non-refundable, unless otherwise determined by Vendorplace. If the payment method on the Account has expired, is invalid or otherwise does not serve to make the Charge, the User may use a secondary payment method on the Account. Otherwise Vendorplace may, at its sole discretion restrict, block, and/or suspend access to the Product and/or Service to the User, for lack of timely payment.
The User is obligated to visit the Website to learn of any changes to the Charges. Unless otherwise stated, any changes to the Charges will be effective as of the beginning of the next Subscription period. If you do not agree to the change in the Charges, you may cancel your Subscription as set forth in the following section.
Vendorplace may establish promotions to the Charges, in which case, they shall also be subject to the terms and conditions of such promotion.
Pursuant to the provisions of the Privacy Notice, the credit and/or debit card data provided to make the Charges will be forwarded to the payment provider company in charge of storing such data of the User, in which case, the User must accept the terms and conditions of the payment provider. The User may be redirected to the payment provider’s website through the link provided for such purpose. Also, in accordance with the provisions of the Privacy Notice, the User’s bank details to which Vendorplace has access will be treated through the use and implementation of security measures, in order to prevent any damage, loss, alteration, destruction, use, access or unauthorized treatment, without Vendorlace being liable in case of any act carried out by third parties, including, but not limited to, violation of security measures established by Vendorplace or the third party provider of the payment system.
When the User requires an invoice, he/she must request it when making the payment and send an email to soporte@vendorplace.com as determined by Vendorplace, providing the information and documentation that Vendorplace requires. All invoices must be requested no later than the last business day of the month in which the Charge is made.
18. CANCELLATION.
If the User wishes to cancel the Account, he/she must contact Vendorplace through the customer service team at the email address soporte@vendorplace.com. Once the request is received, Vendorplace will carry out the cancellation process within 3 business days.
Vendorplace, may cancel the User’s Account after 6 months if there is no activity or news from the User and provided that no payment of any Charge has been made.
From the date of cancellation, the User will not have access to the Account, as well as to the Products and/or Services of the Website and all data will be deleted from the cloud, except for those that need to be safeguarded in accordance with the PLD Provisions. In the event that the User wishes to use the Vendorplace Products and/or Services again after terminating his/her Account, he/she must create a new Account, provided that his/her account has not been terminated for breach of these Terms and Conditions.
19. CONTACT.
The User who wants accurate information regarding the Products and Services in which he/she is interested, may provide his/her data through the means made available on the Website or through the mail soporte@vendorplace.com.
Vendorplace will have the following customer service hours: from 9 am to 6 pm from Monday to Friday (the “Service Hours”). In the event that the User contacts Vendorplace outside the Business Hours, Vendorplace will respond to any questions and/or suggestions as soon as possible within the Business Hours.
20. NOTIFICATIONS.
Vendorplace will take as its main means of contact the email address provided by the User, as well as the telephone number provided at the time of registration. Vendorplace will communicate through these, the notifications it deems appropriate. Such notifications may contain information related to the status of the account, promotions and/or modifications to these Terms and Conditions or the Privacy Notice.
It is the User’s responsibility to keep his/her information updated and to make sure that the notifications from Vendorplace are not being diverted by any filter that prevents the User from being notified.
21. RESTRICTIONS ON USE OF THE WEB SITE.
The User agrees and acknowledges that Vendorplace reserves the right to prohibit the User from accessing the Website at any time, for any reason, at its sole discretion, as well as to modify the Products and Services and the content of the Website at any time and without prior notice. In connection with the foregoing, unless otherwise provided in these Terms and Conditions, the User may, communicate or contact Vendorplace to request any clarification or send any comments related to the restriction or prohibition of use or navigation on the Website.
The User does not have the right to place hyperlinks within the Website, to use the links on the Website, nor the right to place or use the Products and Services on its own or third party websites or pages without prior written authorization from Vendorplace. The User may not prevent any other User from using the Website or the Products and Services.
Under no circumstances may the User use the Website to simulate collection or payment transactions, or use it to manage resources of illicit origin. Likewise, the User may not make use of the Website without effectively stating who is the beneficiary owner of the resources.
22. GENERAL RULES FOR USE OF THE WEB SITE.
The Products and/or Services provided through the Website are directed exclusively to persons of legal age.
The User represents, warrants and represents that he/she is of legal age to enter into a binding, fully valid and effective contract, and that all registration information submitted is accurate, truthful and up to date.
The User undertakes to make appropriate use of the contents of the Website and not to use them for illicit or criminal activities that infringe the rights of third parties and/or infringe the regulations on intellectual and industrial property, or any other rules of the legal system that may be applicable.
By way of example only, and in no case limited to, the User undertakes to:
- Not to make unauthorized or fraudulent use of the Website;
- Access or attempt to access restricted resources of the Website;
- Use the Website for illicit or illegal purposes or effects, contrary to the provisions of these Terms and Conditions;
- Cause damage to the Website or the systems of its suppliers or third parties;
- Cause or launch any program or script for the purpose of extracting, indexing, analyzing or otherwise data mining any part of the Website content or unduly overload or block the operation and/or functionality of any aspect of the Website content;
- Attempt to gain unauthorized access to or damage any aspect of the Website content or its related systems or networks;
- Attempt to access, use and/or manipulate Vendorplace data;
- Not to introduce or disseminate content or propaganda of a racist, xenophobic or, in general, discriminatory, pornographic, advocacy of terrorism or that threaten, violate or may threaten or violate human rights;
- Not to introduce or disseminate on the network data programs (viruses and / or harmful software) likely to cause damage to computer systems Vendorplace, its suppliers, third parties or, in general, any ‘user of the Internet;
- Not to disseminate, transmit or make available to third parties any information, element or content that violates the fundamental rights and public freedoms recognized constitutionally and in international treaties;
- Not to disseminate, transmit or make available to third parties any type of information, element or content that constitutes illicit or unfair advertising;
- Not to transmit unsolicited or unauthorized advertising, advertising material, “junk mail or spam”, “chain letters”, “pyramid structures”, or any other form of solicitation, except in those areas (such as commercial spaces) that have been exclusively designed for this purpose by means of an express communication from Vendorplace, duly and timely communicated on the Website;
- Not to introduce or disseminate any false, ambiguous or inaccurate information and content so as to mislead the recipients of the information;
- Not to disseminate, transmit or make available to third parties any information, element or content that involves a violation of intellectual and industrial property rights, patents, trademarks or copyrights belonging to Vendorplace or third parties;
- Not to disseminate, transmit or make available to third parties any type of information, element or content that involves a violation of the secrecy of communications and personal data legislation and, in general, all legal rules governing the protection and promotion of respect for the privacy and intimacy of individuals and their families;
- The User who has access to the Website agrees to receive files transmitted to them by Vendorplace servers.
The User agrees to hold Vendorplace harmless and indemnify Vendorplace against any possible claim, fine, penalty, sanction or compensation of any nature, arising from the breach by the User of any of the above rules of use, also reserving the right to seek compensation for damages that may apply.
23. ADDITIONAL VENDORPLACE SOFTWARE CONDITIONS.
Use of Vendorplace services.
You may only use Vendorplace software to order the Products and Services provided on the Website to the extent permitted by the terms of use, the use of the software and any other terms and conditions issued for such purpose. You may not incorporate any portion of the Vendorplace software into any program or add any portion of the Vendorplace software in combination with such programs, nor may you transfer, sell, rent, lease, rent, loan, credit, distribute, sub-license and/or otherwise assign the Vendorplace software in whole or in part. You may not use the Vendorplace software for any unlawful purpose. The software used in any service on the Website is the property of Vendorplace or its software suppliers and is protected by the intellectual property laws of Mexico and applicable international copyright laws.
Use of third party services.
The User, in order to make use of Vendorplace software, may use the services of one or more third parties, including, without limitation, wireless connection providers or cellular platform services. The provision of these services provided by third parties may be subject to the policies, terms of use, and costs of such third parties, in which case Vendorplace shall not be responsible for such services.
Prohibition against engaging in acts of reverse engineering.
User may not encourage, assist or authorize any other person to copy, modify, reverse engineer, disassemble, or otherwise tamper with the Vendorplace software, in whole or in part, or create any derivative works of the Vendorplace software.
Software Updates.
In order to keep the software up to date, Vendorplace may provide automatic or manual updates at any time and without notice to the User.
24. USE OF COOKIES.
A “Cookie” is a data file that is stored on the hard drive of the User’s computer when the User accesses the Website. Such files may contain information such as the identification provided by the User or information to track the pages the User has visited. A Cookie cannot read data or information from the User’s hard drive or read Cookies created by other sites or pages.Generally, Cookies are accepted automatically, the User can change the settings of his or her browser at any time. In the event that the User decides to reject Cookies, it is possible that certain sections of the Website may not function optimally or may not function at all.
25. LIMITATION OF LIABILITY.
Vendorplace does not guarantee the availability and continuity of the operation of the Website and the Products and Services, nor the usefulness of the Website or the Products and Services in connection with any specific activity, regardless of the means of access used by the User. Vendorplace shall not be liable for any damage or loss of any nature whatsoever that may be caused due to the lack of availability or continuity of operation of the Website and/or the Products and Services.
The use of the Products and Services on the Website is the sole responsibility of the User, who in any case must use them according to the functionality allowed on the Website itself and the uses authorized in these Terms and Conditions, so the User agrees to use them in such a way that they do not contravene good customs, the rights of others, the rules of use and coexistence on the Internet, the laws of Mexico and the legislation in force in the country where the User is when accessing the Site and use the Products and Services and content.
The Website is for the individual use of the User so you can not market in any way the Products and Services.
Vendorplace is not responsible for damages of any kind caused to computer equipment or smartphones owned by the User due to failures or disconnections in telecommunications networks that cause the suspension, cancellation or interruption of the services of the Website during the provision of these.
The User agrees to hold harmless Vendorplace, its shareholders, subsidiaries, affiliates, officers, directors, employees, consultants, agents, representatives and / or any person related to it, regarding the use of information or documentation acquired by the User through the Site, with the understanding that Vendorplace is not, and shall not be liable for any use that the User gives to such information or documentation, or for the consequences generated or that may arise from its use.
The Products and Services provided through the Website may eventually be unavailable due to technical difficulties or Internet failures, or any other circumstance beyond Vendorplace’s control and not attributable to Vendorplace; in such cases, Vendorplace will endeavor to restore them as quickly as possible without any liability of any kind. Vendorplace shall not be liable for any errors or omissions contained on the Website.
It is up to the User, in any case, the availability of adequate tools to detect and disinfect harmful computer programs.
Vendorplace is not responsible for the accuracy of the Personal and Tax Data provided by Users.
The User understands and agrees that Vendorplace shall be limited by liability of any kind, in all cases, to the amount paid as consideration for the Products and Services equivalent to two months of subscription, provided that Vendorplace has incurred by fault or gross negligence.
Vendorplace may provide links to third-party websites other than Vendorplace, in which case, Vendorplace does not review, rate or guarantee the content or offerings of such sites.
26. OWNERSHIP OF INTELLECTUAL AND INDUSTRIAL PROPERTY RIGHTS.
The User acknowledges and agrees that all intellectual and industrial property rights on any elements inserted on the Website (including, without limitation, trademarks, logos, trade names, text, images, graphics, designs, sounds, databases, software, flowcharts, presentation, audio and video), belong to Vendorplace. The content generated and/or published on the Website and all rights relating thereto are and shall remain the property of Vendorplace, which is why under no circumstances should it be understood that rights have been transferred or granted to the User: (i) on or in relation to the Products and Services, (ii) to use or mention in any way the company names, logos, names of Products and Services. (iii) to remove any copyright, trademark or other proprietary notices from the Products and Services; (iv) to reproduce, modify, prepare derivative works of, distribute, distribute, license, lease, rent, resell, transfer, publicly display, publicly perform, transmit, retransmit or otherwise exploit the Products and Services, except as expressly permitted by Vendorplace; (v) to decompile, reverse engineer or disassemble the Products and Services, except as permitted by applicable law.
27. PROTECTION OF INTELLECTUAL AND INDUSTRIAL PROPERTY RIGHTS OF THIRD PARTIES.
In case of alleged violations of copyright and/or related rights on protected works, Vendorplace will proceed to disable, block or, where appropriate, immediately remove such content provided that, (i) Vendorplace receives a notice from the owner of the copyright and/or related rights or any person authorized to act on behalf of the owner of such rights, or if applicable, (ii) when Vendorplace receives a resolution issued by a competent authority ordering the withdrawal, removal, deletion or disabling of the infringing material or content.
The notice referred to in the preceding paragraph shall contain at least the following points:
- Indicate the name of the owner or legal representative and means of contact to receive notifications;
- Identify the content of the claimed infringement;
- State the interest or right with respect to the copyright; and
- Specify the data of the electronic location to which the claimed infringement refers.
The User whose content is removed, withdrawn, eliminated or disabled by a probable infringing conduct and who considers that Vendorplace is in error, may request the restoration of the content through a counter-notice, which must demonstrate the ownership or authorization it has for that specific use on the content removed, withdrawn, eliminated or disabled, or justify its use according to the limitations or exceptions to the rights protected by this Law.
In the event that Vendorplace receives a counter-notice in accordance with the provisions of the preceding paragraph, it shall inform the person who submitted the original notice of such situation, and shall enable the content subject to the counter-notice, unless the person who submitted the original notice initiates a judicial or administrative proceeding, a criminal complaint or an alternative dispute resolution mechanism within a period not exceeding 15 business days from the date on which Vendorplace has informed the person who submitted the original notice of the counter-notice.
28. PENALTIES.
Without prejudice to other measures, Vendorplace may warn, temporarily suspend or permanently disable access to the User, initiate the actions it deems appropriate and/or suspend the provision of its Products and/or Services, if: (a) any law is broken or breached, or any of the provisions of the Terms and Conditions and other Vendorplace policies; (b) the obligations as a User are breached; (c) the User’s identity could not be verified or if any information provided by the User is erroneous or false; or, (d) if the User does not provide the additional documentation that is required in accordance with the PLD Provisions; or, (e) the User engages, at Vendorplace’s discretion, in fraudulent or fraudulent conduct or acts.
29. INDEMNIFICATION.
The User shall indemnify and hold harmless Vendorplace, its affiliates, controlled and/or controlling companies, shareholders, directors, representatives and employees, for any claim or demand from other Users or third parties for their activities on the Website, for breach of the Terms and Conditions, of the other policies that are understood to be incorporated herein, including reasonable attorney’s fees.
30. NULLITY AND INEFFECTIVENESS OF THE CLAUSES.
If any clause included in the Terms and Conditions is declared totally or partially invalid or ineffective in any of the jurisdictions in which Vendorplace has a presence, such invalidity or ineffectiveness shall only affect such provision or the part thereof that is invalid or ineffective, subsisting the Terms and Conditions in all other respects, considering such provision, in whole or in part, not included or enforceable in that jurisdiction.
31. PRIVACY OF INFORMATION.
Personal information is processed and stored in servers or magnetic media that maintain high standards of security and protection, both physical and technological. For more information on the privacy of Personal and Tax Data and cases in which personal information will be disclosed, please refer to the Privacy Notice available https://www.yaydoo.com.
32. APPLICABLE LAW AND COMPETENT JURISDICTION.
These Terms and Conditions shall be governed and interpreted by the federal legislation in force in Mexico, particularly with respect to data messages, electronic contracting and electronic commerce. The parties agree to submit to the exclusive jurisdiction of the courts and tribunals of Mexico City for the interpretation, scope, compliance or controversy derived from this document or the relationship between them, expressly waiving any other jurisdiction that may correspond to them by reason of their present or future domicile or any other cause for which they may acquire it.
For further information, please contact Vendorplace at soporte@vendorplace.com or (55) 6812 9046 or visit Vendorplace at Calle 8 No. 58, Col. San Pedro De Los Pinos, Del. Benito Juárez, C.P. 03800, Mexico City.
Release: February 18, 2022