These Terms of Service (the "Terms") are a contract between the business that opens an account ("Customer", "you", "your") and VERIDIEN (SP08022026) ("Veridien", "we", "us", "our"). They govern your use of the Veridien platform, its websites, mobile and desktop applications, public API, add-on modules and every related service we provide (together, the "Service").
You accept these Terms when you create an account, when you sign an order form that refers to them, or when you use the Service. If you accept on behalf of a company, you confirm that you have the authority to bind that company, and "you" means the company. If you do not agree, do not use the Service.
The Privacy Policy and the Data Processing Agreement form part of these Terms.
1. Definitions
"Add-On" means an optional module sold on top of any plan for an extra monthly fee. The Add-Ons are listed on the pricing page; at the date of these Terms they are the public API, the guest portal and the loyalty module.
"Authorized User" means a person you allow to sign in under your account, whether an employee, a contractor or an agent.
"Customer Data" means everything you and your Authorized Users put into the Service: guest records, reservations, folios and payments, messages, menus, photos, templates, settings and any other content.
"Guest" means a person who books, stays at or buys something from a Property through the Service.
"Order" means a subscription selected in the Service or an order form we sign with you that states the plan, the Add-Ons, the fees and the term.
"Property" means a hotel, resort, guesthouse, hostel, serviced apartment or similar business that you register in the Service.
"Third-Party Service" means any product or service not operated by Veridien that you connect to the Service or use alongside it, including online travel agencies, payment processors and terminals, accounting tools and any provider reached through the API.
2. Who may use the Service
The Service is built for businesses. You may use it only if you operate, manage or work for a Property, and every Authorized User must be at least 18 years old. Consumers may not open an account.
You must give us accurate registration and billing details and keep them up to date. The email address and postal address on your account are the ones we use for invoices, tax documents and notices, and we are not responsible for the consequences of details that are out of date.
We may ask you to verify your identity or your business before enabling certain features, in particular features that touch payments. If verification fails or you provide misleading information, we may suspend the affected features or the account.
3. Accounts and security
You are responsible for everything that happens under your account, including what your Authorized Users do. Each person must sign in with their own credentials; sharing a login between people is not allowed. Keep passwords, sign-in codes and API keys secret, turn on two-factor authentication where you can, and remove access promptly when someone leaves your business.
If you believe an account has been compromised, tell us at legal@veridien.app straight away and end the affected sessions from your account settings.
You control which of your Authorized Users can see or change what through the roles and permissions in the Service. We do not review those choices.
4. The Service
Veridien is a cloud-based property-management system. Depending on your plan and the Add-Ons you enable, it covers front desk and check-in, reservations, rates and availability, housekeeping and maintenance, folios, invoices and payments, guest profiles and a shared inbox for guest messages, a channel manager connected through Channex, Outlets with a kitchen display for restaurants, expenses, a revenue optimizer, a guest stay portal, a loyalty programme, a public API and the Vesper assistant. Which of these your plan includes, and which are Add-Ons, is set out on the pricing page and in your Order.
We improve the Service continuously and may add, change or retire features. If a change removes a material capability that you pay for, we will give you at least 30 days' notice by email unless the change is required for security or legal reasons. We may also release features in preview under section 22.
We provide support by email and in the Service during our working hours. Response times depend on your plan.
5. Subscriptions, fees and billing
Plans and billing periods
The Service is sold as a subscription, billed either monthly or yearly as you choose in your Order. A subscription covers one Property. Fees depend on the plan, the number of rooms in that Property beyond the number the plan includes, and the Add-Ons you enable. Prices are shown on the pricing page and in the Service before you subscribe.
Payment through Polar
Subscription payments are collected by Polar, our merchant of record. When you subscribe you enter your payment details with Polar, and Polar charges your payment method and issues the invoice for each billing period. Polar's own terms apply to the payment transaction. We never see or store full card numbers.
Automatic renewal
Your subscription renews automatically at the end of each billing period, for a period of the same length, until you cancel. We charge the payment method on file at the start of each period.
Cancellation
You can cancel at any time from your account settings or by writing to legal@veridien.app. Cancellation takes effect at the end of the billing period you have already paid for; you keep full access until then and are not charged again. We do not prorate or refund the remainder of a period after you cancel.
Changes during a period
If you add rooms, add an Add-On or move to a larger plan during a period, we charge the difference for the rest of that period. If you remove rooms, remove an Add-On or move to a smaller plan, the change applies from the next period.
Refunds
Fees are non-refundable except where these Terms, the Data Processing Agreement (which provides a pro rata refund if you end the Service over a sub-processor objection) or the law that applies to you say otherwise. We do not issue refunds for periods you did not use, for features you did not enable, or because you stopped using the Service before the end of a period.
Free trial
A new account may start with one 14-day free trial of the Starter plan. The trial is set up as a Polar checkout, so a payment method is entered at the start and is not charged until the trial ends. Each person and each property may use one trial: a person or property that has had a subscription or a trial before starts on a paid subscription. Other plans have no trial. If you cancel before the trial ends you are not charged; otherwise the subscription begins and section 5 applies. An account whose trial ends without a subscription is suspended and its data is handled under section 21.
Price changes
We may change our prices. A price change applies from your next renewal, and we will tell you by email at least 30 days before it takes effect. If you do not accept the new price, cancel before the renewal date.
Late or failed payments
If a payment fails, Polar retries it and we notify you. If the fee is still unpaid 14 days after the due date, we may suspend access to the Service until it is paid, and if it remains unpaid for more than 30 days we may close the account under section 21. A suspended account keeps its data until it is closed; when it is closed, the export window and the retention schedule in section 6 apply. You are responsible for the reasonable costs we incur in collecting overdue amounts.
Taxes
Our prices exclude VAT, GST, sales tax, withholding tax and similar charges. Where a tax applies to your subscription, it is added to the invoice or, where the law requires, paid by you directly. You are responsible for all taxes on the income you earn from your Properties.
6. Customer Data
Ownership
Customer Data belongs to you. We claim no rights in it beyond the limited licence below.
Licence to us
You grant us a non-exclusive, worldwide licence to host, copy, process, transmit and display Customer Data so that we can provide the Service, keep it secure, comply with the law and, in aggregated and anonymized form, understand and improve the Service. The licence ends when the data is deleted.
Processing of personal data
Where Customer Data contains personal data of Guests or staff, we process it as your processor under the Data Processing Agreement. The DPA lists our sub-processors, the security measures we apply, the transfer mechanisms we rely on and the retention schedule.
Export and portability
You can export Customer Data at any time through the export tools and the API. After an account ends you have 30 days to export before we delete it.
Retention
We keep and delete Customer Data on the schedule in the Privacy Policy and the DPA. In short: financial records for seven years, audit logs for 12 months, guest message conversations for 24 months, operational history for 12 to 24 months, AI assistant transcripts for 90 days, and guest profiles and loyalty data for the life of your account.
Backups
We back up the database daily so that we can restore the Service after a failure. Backups are not a substitute for your own records; keep your own copies of anything you cannot afford to lose.
7. Your responsibilities toward Guests
You decide what Guest data to collect and why, so you are the controller of that data. You must:
- have a lawful basis for the Guest data you enter and for any messages you send through the Service,
- give Guests the privacy notices that the law in your country requires,
- collect identity documents only where local law requires it, and keep them no longer than that law allows,
- obtain any consent needed before sending marketing messages, SMS or automated communications,
- respond to Guests' requests about their data, with our help where the DPA provides for it,
- set and honour your own booking, cancellation, refund and house policies, and
- comply with hospitality, consumer, tax and accessibility laws that apply to your Properties.
Veridien is software. We are not a travel agent, a payment institution or a party to any booking, stay or sale between you and a Guest, and we take no responsibility for the condition or legality of a Property, for a Guest's conduct or for a dispute between you and a Guest.
8. Third-Party Services
Channel manager and online travel agencies
The channel manager sends your availability, rates and restrictions to online travel agencies, and brings their bookings back, through our integration with Channex. We do not connect to any agency directly.
You are responsible for your accounts with each agency, for the mappings and settings you configure when you connect a channel, and for keeping those settings correct when an agency changes its platform. Bookings, commissions and disputes with an agency are between you and the agency. We are not liable for lost bookings, overbookings, rate errors or revenue that result from an agency's actions, from a Channex outage, or from a channel you set up incorrectly.
Payment processors and terminals
The Service records payments, but the money moves through providers you choose, such as a card terminal, an acquirer or a bank. Those providers process the transaction under their own terms, and their fees, chargebacks, refunds and reporting obligations are yours to manage. We are not liable for a provider's errors, downtime or security incidents.
Other integrations
Any other Third-Party Service you connect, including through the API, is used at your own risk and under that provider's terms. We do not vet or endorse Third-Party Services and may stop supporting an integration if the provider changes or withdraws it.
9. Vesper and AI features
Vesper is an assistant for your staff. It and the smaller text helpers in the Service work by sending the text a user types, together with relevant context from your account, through Vercel's AI Gateway to the language-model provider behind that feature, as described in the Privacy Policy. Neither we nor those providers use your data to train models on our behalf.
AI output can be wrong, incomplete or inappropriate. Review anything Vesper drafts before it reaches a Guest or a financial record, and treat its suggestions as suggestions. You remain responsible for every action taken in your account, whether a person typed it or accepted it from the assistant. We do not use AI to make decisions about a person that have legal or similarly significant effects without a person reviewing them.
You can leave the AI features switched off. If you do, no data is sent to an AI provider.
10. API
We grant you a revocable, non-exclusive, non-transferable licence to use the public API to connect your own systems to the Service, within the published rate limits. API keys are scoped to a Property and are your responsibility. You may not use the API to build a product that competes with the Service, to scrape data you are not entitled to, or in a way that harms the Service or other customers. The API may change; we will document breaking changes in advance where we can. If your access ends, stop using the API and delete data you obtained through it unless the law requires you to keep it.
11. Mobile and desktop applications
You may use the Service through the apps we publish. An app obtained from an app store is also subject to that store's terms. If you obtain an app from Apple's App Store, Apple is a third-party beneficiary of these Terms and may enforce them against you, and Apple has no obligation to support the app. You confirm that you are not in a country under an embargo and are not on a government list of restricted parties.
12. Acceptable use
You and your Authorized Users must not:
- use the Service to break any law, including privacy, anti-spam, consumer and intellectual-property laws,
- try to access accounts, data or systems that are not yours, or probe or test the Service's security without our written agreement,
- copy, modify, reverse engineer or attempt to extract the source code of the Service, except where the law allows it despite this clause,
- work around usage limits, disabled features or fees,
- upload malware or anything that damages or overloads the Service or the networks it runs on,
- send unsolicited messages, or messages that are abusive or deceptive, to Guests or anyone else,
- collect data from the Service by automated means beyond what the API and export tools allow,
- resell, rent or share access to the Service, or use it to build or benchmark a competing product,
- impersonate a person or misrepresent who you are, or
- use the Service to hold or process data you have no right to process.
We may investigate suspected breaches and may suspend or end access immediately, with notice where reasonable, if we find one.
13. Intellectual property
The Service, including its software, design, documentation, trademarks and everything else we created, belongs to Veridien and its licensors. These Terms give you a licence to use the Service; they do not transfer any ownership. You may not use our name or logos without written permission, other than to say that you use Veridien.
14. Feedback
If you send us ideas, suggestions or bug reports, you agree that we may use them freely, without payment or attribution, and that they do not create any confidentiality obligation on our side.
15. Confidentiality
Each of us will keep the other's confidential information secret, use it only for the purposes of these Terms and protect it with at least the care we use for our own confidential information. Confidential information includes pricing, roadmaps, technical details, business plans and anything marked or reasonably understood to be confidential. It excludes information that is public through no fault of the receiving party, was already lawfully known to it, or was independently developed. Disclosure required by law is permitted, with notice to the other party where allowed. These obligations last for three years after the account ends, and for as long as the information remains a trade secret where that applies.
16. Availability and maintenance
We aim to keep the Service available around the clock and to schedule maintenance at quiet hours with advance notice. Some downtime is unavoidable, including for urgent security fixes and for failures at our providers or on the internet between you and us. We do not offer service-level credits unless your Order says so.
17. Security
We run the Service on Railway in Singapore. The database and background workers live on a private network with no public exposure, traffic is encrypted in transit, encryption of stored data at rest is provided by Railway's platform, each Property's data is isolated by row-level security, and access is controlled by roles and recorded in an audit trail. The Privacy Policy and the DPA describe these measures in more detail. If we confirm a security incident affecting Customer Data, we will notify you without undue delay so that you can meet your own obligations.
18. Warranties and disclaimer
We warrant that the Service will work substantially as described in its documentation and that we will apply reasonable skill and care in providing it. If it does not, tell us and we will use reasonable efforts to fix the problem. That is your remedy for a breach of this warranty.
EXCEPT AS STATED ABOVE, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE". TO THE FULLEST EXTENT THE LAW ALLOWS, VERIDIEN DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DATA WILL NEVER BE LOST, THAT AI OUTPUT WILL BE ACCURATE, OR THAT THE SERVICE WILL PRODUCE ANY PARTICULAR BOOKINGS, REVENUE OR BUSINESS RESULT.
19. Limitation of liability
TO THE FULLEST EXTENT THE LAW ALLOWS, VERIDIEN AND ITS OFFICERS, EMPLOYEES, CONTRACTORS AND SUPPLIERS ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BOOKINGS, LOST DATA OR LOSS OF GOODWILL, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF WE WERE TOLD SUCH DAMAGES WERE POSSIBLE.
OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE IS LIMITED TO THE FEES YOU PAID US IN THE TWELVE MONTHS BEFORE THE EVENT THAT GAVE RISE TO THE CLAIM.
These limits do not apply to liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, for gross negligence or wilful misconduct, or for any other liability that cannot be limited under the law that applies.
20. Indemnification
You will defend and indemnify Veridien and its officers, employees and contractors against claims, losses, fines and reasonable legal costs arising from: your use of the Service in breach of these Terms or the law; Customer Data, including a claim that it infringes someone's rights or was collected unlawfully; your dealings with Guests, online travel agencies, payment providers or other Third-Party Services; content you publish through the guest portal or send to Guests; or unauthorized use of your account. We will notify you promptly of a claim, let you control the defence, and cooperate at your expense. You may not settle a claim in a way that admits fault on our behalf without our written consent.
21. Term and termination
Term
These Terms apply from the moment you create an account and continue until the account is closed.
Ending the agreement
You may close your account at any time under section 5. We may suspend or close your account, with notice where reasonable, if you materially breach these Terms and do not cure the breach within 14 days of our notice, if a fee is unpaid for more than 30 days (after the suspension at 14 days under section 5), if we are required to by law, or if we reasonably believe your use puts the Service, other customers or Guests at risk. Breaches of section 12 may lead to immediate suspension.
Effect
When the account ends, your access stops and any unpaid fees for the period already begun become due. You have 30 days to export Customer Data, after which we delete it except for records we must keep by law, as set out in the retention schedule. You remain responsible for disconnecting channels and Third-Party Services and for telling Guests with future bookings what happens to them.
Survival
Sections 6 (Customer Data, as to the export window and retention), 13, 14, 15, 18, 19, 20, 24 and 25 survive the end of these Terms, as does anything else that by its nature should.
22. Preview and beta features
We sometimes release features labelled as preview, beta or experimental. They are provided for evaluation, may change or disappear without notice, may carry extra conditions, and are excluded from the warranty in section 18. Do not rely on them for anything critical.
23. Changes to these Terms
We may revise these Terms. For a material change we will email the address on your account and post a notice in the Service at least 30 days before the change takes effect, unless a shorter period is required for legal or security reasons. If you do not accept a change, close your account before it takes effect. Using the Service after the effective date means the revised Terms apply. The date at the top of this page shows the current version.
24. Governing law and disputes
These Terms are governed by the laws of the Republic of Maldives, without regard to its conflict-of-law rules.
Before starting any legal proceeding, contact us at legal@veridien.app and give us 30 days to try to resolve the matter with you informally. If that fails, the courts of the Republic of Maldives have exclusive jurisdiction, and each of us submits to them. Claims are brought individually, not on behalf of a class or group. Either party may seek an injunction in any competent court to protect its intellectual property or confidential information.
25. General
- Entire agreement. These Terms, the Privacy Policy, the DPA and your Order are the whole agreement between us about the Service and replace any earlier discussion. If an Order we both signed conflicts with these Terms, the Order wins.
- Severability. If a court finds part of these Terms unenforceable, the rest still applies.
- No waiver. If we do not enforce a provision, we can still enforce it later.
- Assignment. You may not transfer these Terms without our written consent. We may transfer them to an affiliate or to a successor in a merger, acquisition or sale of the business.
- Third parties. Apart from Apple under section 11, no one other than you and Veridien has rights under these Terms.
- Force majeure. Neither party is liable for a delay or failure caused by events outside its reasonable control, such as natural disasters, war, government action, epidemics, strikes, or failures of the internet or of providers we do not control. This does not excuse payment of fees already due.
- Notices. We send notices to the email address on your account. You send notices to legal@veridien.app. A notice is effective when sent, unless it bounces.
- Interpretation. "Including" means "including without limitation". Headings are for convenience only.
26. Contact
VERIDIEN (SP08022026)
Questions about these Terms, notices, and all legal requests: legal@veridien.app