Terms of Service

• "Service": The Open Supplier website, web application, Gmail add-on, Outlook add-in, and all related services
• "We," "Us," "Our": Open Supplier and its affiliates
• "You," "Your": The individual or business entity using the Service
• "Account": Your registered user account on the Service
• "Invoice Data": Data extracted from invoices in your email, including supplier names, amounts, dates, and line items
• "User Content": Data you provide or upload, including invoices, settings, and preferences

2.1 Binding Agreement

By creating an account, accessing the Service, or using any features (including connecting Gmail or Outlook), you enter into a legally binding agreement with Open Supplier. If you are using the Service on behalf of a business, you represent that you have authority to bind that business to these Terms.

2.2 Age Requirement

You must be at least 18 years old to use the Service. By using the Service, you represent and warrant that you are 18 or older.

2.3 Changes to Terms

We may update these Terms from time to time. If we make material changes:

• We will notify you via email at least 30 days before changes take effect
• We will update the "Last Updated" date at the top
• Continued use after the effective date constitutes acceptance of the new Terms
• If you do not agree, you may terminate your account before the effective date

3.1 What We Provide

Open Supplier is a price transparency and invoice management platform that:

• Detects invoices in your Gmail and/or Outlook email
• Extracts invoice data (supplier, amount, date, line items) from PDFs
• Organizes your invoices in a dashboard
• Compares your pricing against anonymized market benchmarks
• Identifies potential cost savings opportunities
• Facilitates group buying programs (optional, requires separate consent)

3.2 What We Do NOT Provide

3.3 Beta Features

Some features may be marked as "Beta" or "Experimental." These features are provided "as-is" with no warranties and may change or be discontinued at any time without notice.

4.1 Registration

To use the Service, you must:

1. Create an account using Google or Microsoft OAuth
2. Provide accurate and complete information
3. Maintain the security of your account credentials
4. Promptly update any changes to your information

4.2 Account Responsibility

You are responsible for:

• All activity that occurs under your account
• Maintaining the confidentiality of your login credentials
• Notifying us immediately of any unauthorized use
• Ensuring your email account (Gmail/Outlook) is secure

4.3 One Account Per User

You may not create multiple accounts to circumvent pricing limits, trial periods, or suspension. We may suspend or terminate duplicate accounts without notice.

5.1 Gmail API Access

By connecting your Gmail account, you grant Open Supplier the following permissions:

Gmail Scope: gmail.modify

This permission allows us to:

• Read emails across ALL folders and labels - Including Inbox, Archive, custom folders, and auto-archived emails (required to find invoices in organized mailboxes)
• Access delegated mailboxes - If you have delegate access to other Gmail accounts (e.g., owner@restaurant.com)
• Access Google Groups - If you're a member of collaborative inboxes (e.g., accounts@restaurant.com, finance@restaurant.com)
• Download PDF invoice attachments
• Scan email content for invoice detection keywords (supplier names, amounts, invoice numbers)
• Optional: Organize processed invoices - Move emails to labels, mark as read (disabled by default, you must enable in Settings)

We explicitly do NOT:

• Send emails on your behalf
• Delete or permanently modify your emails
• Sell, rent, or share your Gmail data with third parties
• Use your Gmail data for advertising or marketing purposes
• Transfer Gmail data to third parties except to service providers (Supabase, Vercel) under strict confidentiality
• Allow humans to read your emails except for security/abuse investigations

5.2 Microsoft Graph API Access

By connecting your Outlook account, you grant Open Supplier the following permissions:

Microsoft Scopes:

• Mail.Read - Read email messages in your personal mailbox
• Mail.ReadWrite - Access folders beyond Inbox, organize processed invoices (Microsoft requires this for folder access)
• Mail.Read.Shared - Read emails in shared/delegated mailboxes you have access to (e.g., accounts@restaurant.com)
• Mail.ReadWrite.Shared - Organize emails in shared mailboxes (move to folders, mark as read)
• offline_access - Maintain access when you're offline (refresh tokens for background processing)

We comply with Microsoft's Office Add-in policies and do NOT:

• Send emails on your behalf
• Delete emails permanently
• Access your calendar, contacts, OneDrive, or Teams
• Share your Outlook data with unauthorized third parties
• Access shared mailboxes you don't have permission to view
• Access other team members' personal mailboxes

5.3 Revoking Access

You may revoke Gmail or Outlook access at any time:

• Gmail: Google Account Permissions
• Outlook: Microsoft Apps & Services

Revoking access will stop invoice detection but will not delete previously extracted data unless you separately request account deletion.

6.1 Permitted Uses

You may use the Service to:

• Organize and manage your business invoices
• Compare your pricing against market benchmarks
• Identify cost-saving opportunities
• Participate in group buying programs (with separate opt-in)
• Export your invoice data for your own records

6.2 Prohibited Uses

6.3 Enforcement

If you violate these Terms, we may, in our sole discretion:

• Suspend or terminate your account immediately
• Delete your User Content
• Refuse service to you in the future
• Report you to law enforcement if illegal activity is suspected

7.1 Your Data

You retain all ownership rights to your Invoice Data and User Content. By using the Service, you grant us a limited, non-exclusive, royalty-free license to:

• Store, process, and display your data to provide the Service
• Create anonymized, aggregated benchmarks (with minimum 5 venues, no individual identification)
• Back up your data for disaster recovery

7.2 Aggregated Data

You acknowledge and agree that we may create anonymized, aggregated statistics from User Content for the following purposes:

• Provide market benchmarks to all users (e.g., "Average coffee price in Southwest WA: $28.50")
• Improve the Service and develop new features
• Publish industry reports or whitepapers

7.3 Our Intellectual Property

The Service, including all software, algorithms, design, logos, trademarks, and content (excluding User Content), is owned by Open Supplier and protected by copyright, trademark, and other intellectual property laws.

You may NOT:

• Copy, modify, or create derivative works of the Service
• Use our trademarks or logos without written permission
• Remove or alter any copyright or proprietary notices

7.4 Feedback

If you provide feedback, suggestions, or ideas about the Service, you grant us a perpetual, irrevocable, royalty-free license to use, implement, and commercialize that feedback without compensation or attribution.

10.1 "AS-IS" Service

10.2 No Financial Advice

Open Supplier provides information only, not financial, legal, or tax advice. Price benchmarks are provided for reference and do not constitute recommendations. You should consult with qualified professionals before making business decisions based on the Service.

10.3 Invoice Accuracy

Invoice extraction uses automated algorithms (OCR, keyword detection) and may contain errors. You are responsible for:

• Verifying extracted data against original invoices
• Correcting any inaccuracies
• Not relying solely on extracted data for tax or accounting purposes

10.4 Email Organization Features

If you enable optional email organization features (moving emails to folders, marking as read), you acknowledge and agree that:

• Email service reliability - We depend on Gmail and Microsoft services. If these services have outages, syncing issues, or API failures, emails may not be organized as expected.
• No guarantee of organization - We cannot guarantee emails will always be moved to the correct folder or marked correctly.
• Email loss risk - While rare, email organization actions (moving, labeling) could result in emails being misfiled or difficult to locate. You should maintain backups of important emails.
• Folder permission issues - If you misconfigure folder permissions (e.g., making a folder public), we are not responsible for data exposure.
• Undo responsibility - You can disable email organization at any time in Settings. Previously organized emails may remain in their moved locations.

10.5 Shared Mailbox Access

If you grant us access to shared/delegated mailboxes (e.g., accounts@restaurant.com):

• Authorization - You represent that you have proper authorization to connect these mailboxes to OpenSupplier.
• Team member privacy - Other users with access to the shared mailbox will NOT see your OpenSupplier data, but they may see organizational changes we make (moved emails, labels).
• Access revocation - If your admin revokes your access to a shared mailbox, we will no longer be able to access it (Microsoft/Google enforce this automatically).
• No liability for unauthorized access - We are not responsible if you connect mailboxes you don't have proper authorization to access.

11.1 Maximum Liability

11.2 Exclusion of Certain Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR:

• Indirect damages: Lost profits, lost revenue, lost business opportunities
• Consequential damages: Costs of procurement of substitute services
• Incidental damages: Data loss, service interruptions
• Punitive damages: Damages intended to punish or deter

11.3 Exceptions

Nothing in these Terms excludes or limits our liability for:

• Death or personal injury caused by our negligence
• Fraud or fraudulent misrepresentation
• Gross negligence or willful misconduct
• Any liability that cannot be excluded under applicable law

11.4 Australian Consumer Law

14.1 Governing Law

These Terms are governed by the laws of Australia (specifically, the laws of [Your State, e.g., Western Australia]), without regard to conflict of law principles.

14.2 Jurisdiction

You agree that any disputes arising out of or related to these Terms or the Service shall be resolved exclusively in the courts of [Your State, Australia], and you consent to personal jurisdiction in those courts.

14.3 Informal Resolution

Before filing any formal claim, you agree to first contact us at legal@opensupplier.app to attempt to resolve the dispute informally. We will attempt to resolve the dispute within 30 days.

14.5 Class Action Waiver

For questions about these Terms:

• Email: legal@opensupplier.app
• Support: support@opensupplier.app
• Privacy: privacy@opensupplier.app
• Mail: Open Supplier, [Your Business Address], Australia