Effective Date: April 15, 2026

These Platform Terms of Service, together with any applicable order form, subscription agreement, customer agreement, statement of work, payment terms, policies, or other written agreement that references these Terms, govern access to and use of the Vestibule website, platform, software, applications, tenant portals, dashboards, tools, integrations, and related services.

These Terms are entered into by and between Vestibule Inc., a Delaware company (“Vestibule,” “we,” “us,” or “our”) and the person or entity accessing or using the Services (“Customer,” “you,” or “your”). If you access or use the Services on behalf of a company, landlord, property owner, property manager, tenant, or other organization, you represent that you have authority to bind that organization to these Terms.

By accessing or using the Services, creating an account, accepting an invitation, clicking to accept these Terms, or otherwise using the Vestibule platform, you agree to be bound by these Terms.

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1. Overview of the Services

Vestibule provides a software platform designed for commercial property owners, landlords, property managers, and their teams to centralize and manage key aspects of property operations. The Services may include tools for lease administration, rent and payment tracking, tenant billing, tenant ledgers, document storage, reporting, tenant communications, service requests, work orders, payment workflows, and integrations with third-party systems.

The Services may allow Customers to upload, store, organize, manage, and review property, lease, tenant, billing, payment, and operational information, including property names and addresses, tenant entity names, suite or unit information, lease terms, rent schedules, security deposit information, critical dates, insurance requirements, tenant deliverables, lease expirations, payment obligations, late fees, additional rent, operating expenses, taxes, work order charges, service charges, and related documents.

The Services may also allow tenant users to access a tenant portal, view charges or invoices, view payment history, make payments, submit service requests or work orders, communicate with the landlord or property manager, and upload or provide required documents.

Vestibule is a software provider. Vestibule does not own, lease, operate, manage, broker, control, or make decisions regarding any property, lease, tenant relationship, payment obligation, charge, invoice, late fee, service request, work order, repair, maintenance item, or property management matter unless expressly agreed in a separate written agreement signed by Vestibule.

Customer remains solely responsible for the accuracy, completeness, legality, approval, and enforcement of all lease data, tenant billing, charges, payment obligations, invoices, notices, documents, service requests, and property-related information submitted to, generated through, or displayed in the Services.

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2. Vestibule Is Separate From Other Businesses

Vestibule is an independent company and platform. Vestibule is not an affiliate, extension, add-on, or replacement for any property management agreement, brokerage agreement, facilities agreement, leasing agreement, construction agreement, or other agreement entered into with any other business or entity, unless expressly stated in a separate written agreement signed by Vestibule.

Any use of the Services by a property owner, landlord, property manager, tenant, or other user is governed by these Terms and any applicable Vestibule customer agreement, and not by any separate agreement with any other company.

Vestibule is not a party to, and is not responsible for, any property management agreement, brokerage agreement, facilities agreement, leasing agreement, construction agreement, lease agreement, vendor agreement, or other agreement between you and any third party, unless Vestibule expressly agrees otherwise in a separate written agreement signed by Vestibule.

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3. Account Registration and Access

To use certain features of the Services, you may be required to create an account or accept an invitation to access an account. Customers may designate administrators and authorized users, including ownership users, property management users, accounting or finance users, leasing or administrative users, building staff, and tenant users.

You are responsible for maintaining accurate account information, protecting login credentials, managing user permissions, and ensuring that all authorized users comply with these Terms. You are responsible for all activity that occurs under your account, whether or not authorized, except to the extent caused by Vestibule’s gross negligence or willful misconduct.

Tenant users may be invited to access limited portions of the platform related to their own account, lease, charges, invoices, payments, documents, service requests, or work orders. Tenant users are not permitted to access landlord-level information, other tenant information, or any information outside the scope of their authorized access.

You agree to promptly notify Vestibule of any unauthorized access to or use of your account.

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4. Customer Responsibilities

Customers are responsible for the accuracy, completeness, legality, and appropriateness of all information submitted to or maintained within the Services, including lease data, rent schedules, billing information, tenant information, payment obligations, security deposit information, operating expense information, tax charges, critical dates, late fees, service charges, work order charges, and uploaded documents.

Vestibule may provide tools to help organize, display, calculate, track, or report information, but Customer remains solely responsible for reviewing and verifying all information before relying on it. Vestibule does not guarantee that lease abstracts, billing schedules, payment information, reports, alerts, late fee calculations, operating expense charges, tax charges, or other platform outputs are accurate, complete, current, or legally enforceable.

Customers are responsible for determining whether any charge, fee, rent item, additional rent item, operating expense, tax reimbursement, work order charge, late fee, administrative fee, or other amount is permitted under the applicable lease, agreement, law, or business arrangement.

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5. Customer-Controlled Billing and Lease Information

Customer acknowledges that Vestibule may display, organize, calculate, schedule, or assist with billing and payment workflows based on information provided, uploaded, approved, or configured by Customer or its authorized users. This may include rent, additional rent, operating expenses, tax reimbursements, late fees, recurring charges, one-time charges, work order charges, service charges, janitorial charges, and other amounts billed to tenants or other parties.

Vestibule does not independently verify that any charge is accurate, permitted under a lease, legally enforceable, properly calculated, or owed by any tenant or other party. Customer is solely responsible for reviewing and approving all charges, invoices, statements, payment schedules, late fees, notices, and other billing information before such information is sent, displayed, relied upon, or used for collection purposes.

Any dispute regarding rent, additional rent, operating expenses, taxes, late fees, invoices, service charges, work orders, lease obligations, payment obligations, or amounts due is solely between the applicable landlord, owner, property manager, tenant, or other responsible party. Vestibule is not responsible for resolving such disputes.

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6. Tenant Portal

If enabled by a Customer, tenant users may access a tenant portal to view certain account information, charges, invoices, payment history, documents, service requests, work orders, notices, or other information made available by the Customer or Vestibule.

Vestibule does not determine the legal validity of any charge, rent obligation, invoice, notice, default, late fee, or other amount displayed through the tenant portal. Any dispute regarding amounts due, lease obligations, building services, repairs, maintenance, access, rent, additional rent, or property operations must be resolved between the applicable landlord, property owner, property manager, tenant, or other responsible parties.

Tenant users acknowledge that Vestibule is a software provider only and is not responsible for the acts, omissions, obligations, charges, invoices, notices, decisions, or services of any landlord, property owner, property manager, building staff, vendor, or other third party.

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7. Payment Processing and No Custody of Funds

The Services may allow tenants or other users to make payments for rent, additional rent, operating expenses, taxes, work order charges, service charges, janitorial or building-related charges, and other amounts billed by a landlord, owner, property manager, or other Customer.

All payment processing and money movement is performed by a third-party payment processor, including Stripe, and not by Vestibule. Vestibule is not a bank, escrow agent, money transmitter, payment processor, fiduciary, collection agency, or financial institution, and does not provide payment processing services.

Customers and tenants interact directly with the payment processor. Each landlord, owner, property manager, or other Customer establishes its own account directly with the payment processor and agrees to the payment processor’s terms of service and privacy policy. Tenants and other paying users provide their payment information directly to the payment processor. Vestibule does not collect, hold, or store full payment card numbers, bank account credentials, or similar payment details.

Vestibule does not hold, custody, receive, or control any tenant rent, security deposits, or other property-related funds. Funds are processed by the payment processor and paid out directly to the bank account designated by the applicable Customer, subject to the payment processor’s rules, timing, fees, holds, reversals, and requirements.

Vestibule is not an agent, partner, representative, or reseller of any payment processor, and the payment processor is not a party to these Terms. Vestibule does not control or guarantee the payment processor’s services.

Vestibule may receive subscription fees, platform fees, implementation fees, transaction fees, or other amounts payable to Vestibule under a separate customer agreement, order form, or disclosed fee schedule. These fees are separate from rent, additional rent, security deposits, operating expenses, tax reimbursements, or other property-related payments owed to a Customer.

Payments may be subject to processing delays, failed transactions, ACH returns, card declines, chargebacks, reversals, holds, and other third-party requirements. Vestibule is not responsible for any such issues caused by the payment processor, banks, payment networks, users, or inaccurate payment information.

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8. Fees

Customer agrees to pay all fees described in the applicable order form, customer agreement, subscription agreement, statement of work, invoice, or other written agreement with Vestibule.

Fees may include subscription fees, monthly fees, per-property fees, per-tenant fees, per-lease fees, implementation fees, onboarding fees, lease abstraction fees, data migration fees, transaction fees, platform fees, payment-related fees, administrative fees, or other fees disclosed to Customer.

Unless otherwise stated in writing, all fees are non-refundable. Vestibule may change its fees or pricing structure upon notice as permitted by the applicable customer agreement or order form.

Tenant users are not generally charged a subscription fee for basic portal access, but tenants may be responsible for payment processing or transaction fees depending on the payment method used and the applicable Customer agreement, in each case to the extent permitted by applicable law and payment network rules.

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9. Documents and Data Storage

The Services may allow Customers and users to upload, store, and manage leases, lease amendments, certificates of insurance, W-9 forms, letters of credit, security deposit records, notices, invoices, service records, work order materials, and other property-related documents.

Customer is responsible for ensuring that it has all rights, permissions, and authority necessary to upload, store, access, and share documents through the Services. Vestibule is not responsible for determining the legal effect, enforceability, completeness, or accuracy of any document uploaded to the platform.

Vestibule is not a legal records custodian and should not be used as the sole repository for legally required records. Customers should maintain independent copies of all important documents, records, notices, leases, payment records, and other business-critical information.

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10. Service Requests and Work Orders

The Services may allow tenant users to submit service requests or work orders and may allow landlords, owners, property managers, building staff, or other authorized users to review, assign, respond to, track, complete, or bill for such requests.

Vestibule does not perform building repairs, maintenance, janitorial work, construction, emergency services, property management services, or other physical services unless expressly agreed in a separate written agreement. Vestibule is not responsible for the timing, quality, completion, pricing, approval, denial, or performance of any service request or work order.

For emergencies, urgent building conditions, life safety issues, security issues, fire, flood, gas, medical emergencies, or other urgent matters, users should contact the appropriate emergency services, building management, property manager, landlord, or responsible party directly. The Services should not be used as the sole method for reporting emergencies.

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11. Third-Party Services and Integrations

The Services may integrate with or rely on third-party products, services, processors, software, platforms, APIs, data providers, email providers, analytics providers, document providers, accounting systems, property management systems, payment processors, or other vendors.

Vestibule does not control third-party services and is not responsible for their availability, security, accuracy, performance, changes, fees, errors, outages, data handling, or terms. Use of third-party services may be subject to separate terms and privacy policies.

Vestibule may add, modify, suspend, or discontinue integrations at any time. Customer acknowledges that third-party integrations may be delayed, unavailable, incomplete, inaccurate, or subject to sync errors.

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12. Artificial Intelligence and Automated Features

The Services include features that use artificial intelligence, machine learning, and automated processing to read, abstract, organize, analyze, summarize, and surface information from leases, documents, and other Customer Data. These features may include lease abstraction, anomaly detection, escalation and critical-date alerts, plain-language search, and similar automated outputs (collectively, “AI Features”).

AI Features are provided as tools to assist Customer and do not constitute legal, tax, accounting, financial, or other professional advice. AI Features may produce outputs that are incomplete, inaccurate, outdated, or not legally enforceable. Customer is solely responsible for independently reviewing and verifying all AI-generated outputs before relying on them, and Vestibule does not guarantee the accuracy, completeness, currency, or enforceability of any AI-generated lease abstract, calculation, alert, summary, search result, or other output.

Data protection for AI Features.

Where Vestibule uses third-party artificial intelligence or machine-learning providers to deliver AI Features, it does so under enterprise or business agreements intended to protect Customer Data. Under those agreements, Customer Data submitted to such providers is not used to train, fine-tune, or improve those providers’ general-purpose, foundation, or publicly available models, and is processed solely to provide the AI Features to Customer. Vestibule does not sell Customer Data and does not permit its third-party AI providers to use Customer Data for their own independent purposes. Vestibule’s own use of Customer Data, including the use of aggregated or de-identified data to develop and improve the Services, is described in Section 14 (Customer Data).

Vestibule does not use customer-identifiable lease documents, payment data, tenant data, or other confidential Customer Data to train generalized or foundation AI models, except as disclosed to and permitted by Customer.

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13. Acceptable Use

You agree not to use the Services to:

1. Violate any law, regulation, lease, contract, or third-party right;
2. Upload false, misleading, unlawful, infringing, defamatory, or harmful content;
3. Access or attempt to access data, accounts, systems, or information that you are not authorized to access;
4. Interfere with, disrupt, damage, or compromise the Services or any related systems;
5. Reverse engineer, copy, modify, resell, scrape, or commercially exploit the Services except as expressly permitted;
6. Upload malware, viruses, harmful code, or security threats;
7. Use the Services to send spam, unauthorized marketing, or unlawful communications;
8. Use the Services for any fraudulent, abusive, or deceptive purpose.

Vestibule may suspend or terminate access to the Services if it reasonably believes that a user has violated these Terms, created security risk, caused legal exposure, or misused the platform.

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14. Customer Data

As between Customer and Vestibule, Customer retains ownership of the property, lease, tenant, billing, payment, document, and operational data submitted to the Services by or on behalf of Customer.

Customer grants Vestibule a limited license to host, process, transmit, display, use, and store Customer Data as necessary to provide, maintain, secure, support, and improve the Services; process payments; provide customer support; troubleshoot issues; comply with law; and exercise rights under these Terms.

Vestibule may use aggregated or de-identified data for analytics, product improvement, benchmarking, security, reporting, and business purposes, provided such data does not identify Customer, tenants, or individual users.

Vestibule will not sell Customer Data. Vestibule may share Customer Data with service providers and third-party vendors as necessary to provide the Services, including cloud hosting providers, payment processors, email providers, analytics providers, customer support tools, document processing providers, and other operational vendors.

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15. Privacy

Vestibule’s collection, use, disclosure, and protection of personal information is described in its Privacy Policy, which is incorporated into these Terms by reference.

By using the Services, you acknowledge that Vestibule may collect information such as names, email addresses, phone numbers, user roles, login credentials, account activity, IP addresses, device information, usage data, payment records, transaction history, and documents or information submitted through the platform.

Customers are responsible for providing any notices and obtaining any consents required for Vestibule to process personal information on Customer’s behalf.

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16. Confidentiality

Each party may receive confidential or proprietary information from the other party in connection with the Services. Confidential information includes non-public business, technical, financial, customer, tenant, property, lease, payment, pricing, product, or operational information.

Each party agrees to use the other party’s confidential information only as necessary to perform under these Terms and to protect it using reasonable care. Confidential information does not include information that is publicly available, already known without restriction, independently developed, or lawfully received from a third party.

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17. Security

Vestibule will implement commercially reasonable administrative, technical, and organizational measures designed to protect the Services and Customer Data. However, no system is completely secure, and Vestibule does not guarantee that unauthorized access, hacking, data loss, service interruptions, or security incidents will never occur.

Customer is responsible for managing account access, user permissions, passwords, internal controls, and user activity within its account.

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18. Intellectual Property

Vestibule and its licensors own all rights, title, and interest in and to the Services, including the software, platform, website, design, workflows, features, functionality, interfaces, dashboards, know-how, trademarks, logos, and related intellectual property.

No rights are granted to Customer except for the limited right to access and use the Services in accordance with these Terms and any applicable customer agreement.

Customer may provide feedback, suggestions, ideas, or recommendations regarding the Services. Vestibule may use such feedback without restriction or compensation.

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19. Beta Features and Changes to the Services

Vestibule may offer beta, pilot, experimental, early access, or pre-release features. Such features may be incomplete, unavailable, inaccurate, changed, suspended, or discontinued at any time.

Vestibule may modify, improve, update, suspend, or discontinue any part of the Services from time to time. Vestibule will use commercially reasonable efforts to avoid material disruption to paying Customers, but does not guarantee that any specific feature, integration, or workflow will remain available indefinitely unless expressly agreed in writing.

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20. Disclaimers

The Services are provided on an “as is” and “as available” basis, except as expressly stated in a separate written agreement.

Vestibule does not provide legal, tax, accounting, financial, brokerage, property management, leasing, construction, engineering, insurance, or professional advice. Customers and users should consult their own advisors before relying on any information, calculation, report, notice, charge, fee, lease term, payment-related output, or other output from the Services.

Vestibule does not guarantee that the Services will be uninterrupted, error-free, secure, accurate, complete, or current. Vestibule does not guarantee rent collection, tenant payment, lease compliance, operating expense recovery, successful payment processing, work order completion, property performance, or any financial outcome.

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21. Limitation of Liability

To the maximum extent permitted by law, Vestibule will not be liable for any indirect, incidental, consequential, special, exemplary, punitive, or lost profit damages, including loss of revenue, loss of business, loss of goodwill, loss of data, payment delays, failed payments, tenant disputes, lease disputes, or business interruption.

To the maximum extent permitted by law, Vestibule’s total liability arising out of or relating to the Services or these Terms will not exceed the amounts paid by Customer to Vestibule for the Services during the six months immediately preceding the event giving rise to the claim.

The limitations in this section apply regardless of the legal theory and even if Vestibule has been advised of the possibility of such damages.

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22. Indemnification

Customer agrees to defend, indemnify, and hold harmless Vestibule and its officers, directors, employees, contractors, agents, and representatives from and against any claims, damages, liabilities, losses, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to:

1. Customer Data or user-submitted content;
2. Customer’s properties, leases, tenants, charges, invoices, payment obligations, service requests, work orders, or property operations;
3. Customer’s use or misuse of the Services;
4. Customer’s violation of these Terms, applicable law, or third-party rights;
5. Any dispute between Customer and any tenant, landlord, owner, property manager, vendor, broker, contractor, or other third party.

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23. Suspension and Termination

Vestibule may suspend or terminate access to the Services if Customer fails to pay amounts due, violates these Terms, creates security or legal risk, misuses the Services, or if continued access could harm Vestibule, other users, or third parties.

Upon termination, Customer’s right to access the Services will end. Vestibule may retain, delete, or provide Customer Data in accordance with the applicable customer agreement, Privacy Policy, and law.

Customer is responsible for exporting or retaining copies of its data and documents before termination, unless otherwise agreed in writing.

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24. Separate Customer Agreements

These Terms govern general access to and use of the Services. Certain Customers may enter into a separate order form, subscription agreement, master services agreement, statement of work, data processing addendum, or other written agreement with Vestibule.

Those separate agreements may cover commercial terms such as pricing, subscription term, renewal, cancellation, implementation, support, service levels, security commitments, data migration, integrations, and custom business terms.

If there is a conflict between these Terms and a separate written agreement signed by Vestibule, the separate written agreement will control for that Customer.

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25. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of New York, without regard to conflict of law principles.

Any dispute, claim, or controversy arising out of or relating to these Terms, the Services, the Vestibule website, the Vestibule platform, or any related transaction will be resolved exclusively in the state or federal courts located in New York County, New York, and each party consents to the personal jurisdiction and venue of those courts.

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26. Changes to These Terms

Vestibule may update these Terms from time to time. If we make material changes, we will provide notice by posting the updated Terms on our website, through the Services, by email, or by another reasonable method.

Your continued use of the Services after updated Terms become effective constitutes acceptance of the updated Terms.

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27. Contact

Questions about these Terms may be directed to:

Vestibule Inc. | Email: legal@vestibule.com | Website: vestibule.com