SENTINO – SAAS TERMS OF SERVICE

Effective Date: February 15, 2024

Last Updated: February 15, 2024

Thank you for discovering personality insights with Sentino.

By accessing or using the application programming interfaces (APIs), software, tools, developer services, data, or documentation made available by Sentino (collectively, the “Platform”) or ticking the “I accept” field below, you agree to be legally bound by and comply with the following terms of service (the “Terms”). These Terms are entered into with Sentino (“we”, “our” or “us”).

Registering and Accessing the Platform

Accepting the Terms. You agree to these Terms on behalf of yourself as an individual and, if you are acting on behalf of a person, corporation or other entity, then you agree to these Terms on behalf of that person, corporation, or other entity (in either case, “you”, “your”). You represent and warrant that you have the legal authority and capacity (e.g., are of legal age) to accept these Terms and to act on behalf of and bind that person, corporation, or other entity to these Terms. We may change these Terms from time to time and will notify you of such changes by any reasonable means, including by posting revised Terms through our website. Any changes will not apply retroactively and will become effective immediately.

The “Last Updated” legend above indicates th date of the last changes introduced to these Terms. Your use of the Platform following any changes to these Terms means you agree to the changes. If you do not agree to this Agreement or any changes, you must stop using the Platform immediately and terminate this Agreement.

Registration. You may need to register to use or access all or part of the Platform. During registration, you must comply with our procedures and provide us with certain information, such as contact or identification information. Any registration information that you give us must be accurate and up to date, and you will promptly notify us of any changes. You agree that we may use your registration information to contact you in connection with these Terms, including notifications of any updates to the Platform. You must be at least eighteen (18) years old to access or use the Platform. Sentino does not knowingly collect personal information from individuals under thirteen (13) years old.

Access Credentials. Once registered, we will issue certain access credentials to access the Platform, such as a username, password, security API token or other security code, method, technology or device used, alone or in combination, to verify an individual’s identity and authorization to access and use the Platform. Your access credentials are for your personal use only. You must keep them confidential. You may not sell, share, transfer, sublicense or otherwise make the access credentials available to others or misrepresent your credentials when accessing or using the Platform. You are responsible for any use or misuse of your access credentials.

Using the Platform

Guidelines and Documentation. In addition to these Terms, you agree that you (and your use of the Platform) will comply with all guidelines, policies, or rules applicable to the Platform, which may be posted on our website, including the Privacy Policy (collectively, “Additional Terms”), other agreements you have with Sentino related to other Sentino products or services that interface with the Platform, and any technical documentation, parameters, or other additional requirements applicable to the Platform provided to you by Sentino and as may be modified by us from time to time (“Documentation”).

Applications. These Terms, any Additional Terms, and Documentation also apply to your development and use of (1) any and all software applications, websites, tools, services or products that incorporate, access, or use the Platform (each an “Application”), and (2) the display of any data, information or other content accessed via the Platform (“Content”). Applications may not make the Content or any portion of the Platform available on a stand-alone basis, nor have the primary purpose of making Content available to users.

License. Subject to your compliance with these Terms, any applicable Additional Terms, and the Documentation, Sentino grants you a revocable, non-exclusive, non-sublicensable, non-transferable, non-assignable right, during the Duration to: (i) access and use the Platform solely for the purposes of developing, testing, operating and supporting your Applications, (ii) allow end users to use the Platform as integrated within your Applications, (iii) display Content within your Applications that is designated by Sentino for such use, and (iv) as otherwise expressly authorized in writing by Sentino.

Ownership. As between you and Sentino, Sentino owns all right, title and interest in and to the Platform and any associated intellectual property rights, and has the right to make alterations at any time for any or no reason without bearing responsibility or liability for such actions. Subject to the foregoing, you own all right, title and interest in and to your Application. Except as expressly provided in these Terms, (i) Sentino grants no rights or licenses, whether express or implied, under intellectual property rights, and (ii) neither party shall acquire any right, title or interest, in or to any property of the other under these Terms. All rights and licenses not expressly granted in these Terms are withheld.

Intellectual Property Rights. Any intellectual property rights in the data, information, or materials provided by users ("User Content") shall remain with the respective users. Sentino acknowledges that it does not acquire ownership of any User Content. By providing User Content to Sentino, users grant Sentino a non-exclusive, royalty-free, worldwide license to use, reproduce, modify, adapt, publish, translate, distribute, and display such User Content solely for the purpose of providing and improving the Sentino Platform. Users shall not use Sentino's trade names, trademarks, service marks, logos, or any other intellectual property ("Sentino Intellectual Property") without prior written consent. Any use of Sentino Intellectual Property shall be subject to the terms and conditions set forth by Sentino.

These Terms do not grant Sentino any ownership or rights in any intellectual property owned or licensed by users, except for the limited license expressly granted herein. Similarly, users do not acquire any ownership or rights in Sentino's intellectual property, except as expressly provided in these Terms. Sentino reserves the right to take appropriate legal action to enforce its intellectual property rights, including seeking injunctive relief and damages for any unauthorized use or infringement of its intellectual property. The provisions of this section regarding intellectual property rights shall survive the termination or expiration of these Terms.

Authorized Users. Authorized Users are your employees and third parties performing professional services specifically for you. You will limit and restrict access and use of the Platform to Authorized Users and ensure Authorized Users comply with the Terms. You are responsible for any misconduct or breach of this Agreement by or through Your Authorized Users. We will provide the functionality to allow you and your Authorized Users to implement Access Credentials, but you and your Authorized Users are solely responsible for maintaining and restricting use and access to Access Credentials outside the custody of the Platform.

Feedback. If you provide Sentino with any ideas, proposals, suggestions, or other materials related to the Platform or any of our technology, data, business, or systems, you hereby grant to Sentino and its affiliates a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, fully sublicensable (through multiple tiers), transferable, assignable right and license to reproduce, distribute, modify, commercialize, use, and otherwise implement such ideas, proposals, suggestions, or other materials, and to authorize others to do so, for any and all purposes without any obligation to you.

Support. Sentino may provide technical support and services to you in connection with the Platform, including with respect to integration of the Platform with an Application. Sentino, within its sole discretion, may stop providing such support or services to you at any time, for any reason, and without any obligation to you.

Third Party Products. In the event that you use third party products, software, services, or materials (“Third Party Products”) in connection with your use of the Platform, such use is governed by the applicable third-party terms and conditions for such Third Party Products. Sentino is not responsible for any Third Party Products or for your use of any Third Party Products.

Early Access, Previews, and Private/Public Betas. You may be provided access to all or part of the Platform for early access, preview, or beta testing purposes (“Beta”). Beta is offered for purposes of testing, evaluating, and improving the Platform, may have different privacy, security, or compliance commitments, and may not be error free. Content in Beta may not be secured and may be lost or damaged, and output generated in Beta may also be subject to third party licenses, including, without limitation, open source licenses.

Artificial Intelligence Services. The Platform may include certain artificial intelligence tools (collectively referred to as “AI Services”). You and your Authorized Users are responsible for all decisions made, advice given, actions taken, and failures to take action based on your use of AI Services. AI Services use machine learning models that generate predictions based on patterns in data. Output generated by a machine learning model is probabilistic and should be evaluated for accuracy as appropriate for your use case, including by employing human review of such output. You agree that we may use and store your data processed by an AI Service to maintain and provide the applicable AI Service.

Free Tier. If you are using a free tier of the Platform, you may not create more than one account to receive additional benefits under the free tier. We may charge you standard rates for the Platform, or suspend or terminate access to the Platform, if we determine that you are not using the free tier in good faith.

Children. Sentino does not knowingly collect, either online or offline, personal information from persons under the age of 13. In order to use or access the Platform, you must be at least 18 years old.

Usage Requirements. In using our Platform, you (and anyone acting on your behalf):

-        will use the Platform in compliance with all applicable laws, these Terms, any applicable Additional Terms, the Documentation, the license granted in the Section “License”, and any agreements you may have with anyone else (for the avoidance of doubt, you will not use the Platform or allow any user to use your Applications in a way that violates applicable law, including: (i) illegal activities, such as child pornography, gambling, cybercrime, piracy, violating copyright, trademark or other intellectual property laws; (ii) accessing or authorizing anyone to access the Platform from an embargoed country, region, or territory as prohibited by the German government; and (iii) threatening, stalking, defaming, defrauding, degrading, victimizing or intimidating anyone for any reason);

-        will use the Platform in a manner that does not infringe, misappropriate or violate any third-party intellectual property or proprietary rights;

-        will use the Platform in compliance with any call rate limits or other restrictions that may be established by us from time to time;

-        will use the Platform only in the countries, regions or territories currently supported by Sentino;

-        will not reproduce, modify, adapt, translate, create derivative works of, sell, offer to sell, lend, distribute, provide access to or otherwise exploit any portion of the Platform, or attempt to do so, except as expressly authorized in the Section “License”;

-        will not reverse engineer, decompile, translate or otherwise attempt to discover the source code of any portion of the Platform, or any of Sentino’s underlying components, models, algorithms, and systems;

-        will not harvest or collect data from the Platform, or Sentino’s or its affiliates’ software, algorithms, models or systems;

-        will not create any software that functions substantially similarly to any portion of the Platform and use it as a replacement for the Platform or provide it to third parties;

-        you will not use the Platform to develop competing products or services;

-        will not remove, obscure, or alter any copyright, trademark or other proprietary rights notice appearing on or contained within the Platform;

-        will not interfere or attempt to interfere with the functionality of the Platform;

-        will not buy, sell, share or transfer access credentials to or with a third party or allow third parties to access or use the Platform without Sentino’s prior written consent;

-        will not provide, allow access to, distribute or make publicly available any portion of the Platform; and

-        will not cause a third party to do any of the foregoing without Sentino’s prior written consent.

Maintenance Periods. There will be periods when the Platform is unavailable, such as during: (i) system maintenance periods scheduled in advance by us; and, (ii) during emergency updates and maintenance. We are not responsible for any problems you may experience with your own Internet connectivity, with your systems, and with any third-party systems, including matters of compatibility and functionality.

Data Backup. Our Platform performs routine backups of your data. In the event of any loss, destruction, damage or corruption of your data caused by the Platform, we will, as our sole obligation and liability and as your sole remedy, use commercially reasonable efforts to restore your data from our then-most current backup of your data.

Confidentiality

Your use of the Platform involves access to confidential, proprietary or trade secret information or materials of Sentino (and its affiliates, suppliers, or other third parties) (“Confidential Information”). Confidential Information includes the Platform and other information that Sentino or its affiliates consider confidential or would reasonably be considered confidential under the circumstances. Confidential Information does not include information that: (i) is or becomes generally available to the public through no fault of your own; (ii) you already possess without any confidentiality obligations when you received it under these Terms; (iii) was or is later rightfully disclosed to you by a third party without any confidentiality obligations; or (iv) you independently developed without using or referencing any Confidential Information.

You will: (a) use the Confidential Information only as expressly permitted by these Terms (and not for the benefit of any third party), and not in any manner or for any purpose other than as expressly permitted in these Terms; (b) not make available to any third party, directly or indirectly, any Confidential Information without Sentino’s express prior written consent; and (c) use Confidential Information only as expressly permitted under these Terms. You will be solely responsible and liable for all use and disclosure of Confidential Information by you and your personnel, end users of your Applications or by or through an Application. Furthermore, you may disclose Confidential Information when required by law or the valid order of a court or other governmental authority if you give reasonable prior written notice to Sentino of the disclosure.

Upon any expiration or termination of these Terms, you will immediately delete all copies of Confidential Information in your possession, custody or control. You acknowledge and agree that your breach or threatened breach of this section may cause Sentino irreparable harm and significant injury, the amount of which may be difficult to estimate and ascertain, thus making inadequate any remedy at law or in damages. Therefore, you agree that Sentino is entitled to injunctive relief by any court of competent jurisdiction enjoining any threatened or actual breach of these Terms and for any other relief that such court deems appropriate, in addition to any other remedy or remedies available at law or in equity.

Security

You will ensure that each Application contains protections that are adequate to keep secure and prevent the interception, loss, destruction, acquisition or damage to any data or information transmitted to or through the Application, as well as unauthorized access to or disclosure of any portion of the Platform. If you discover or suspect any security vulnerabilities in connection with your Application or the Platform, you will promptly notify Sentino. You must establish a process to respond to any security vulnerabilities in your Application.

You acknowledge and agree that Sentino and its affiliates may (but are not obligated to) monitor any activity in connection with the Platform for the purposes of (i) security, (ii) ensuring the quality of and improving Sentino’s systems, products and services, (iii) performing research and development; and (iv) ensuring compliance with these Terms and all applicable laws. Likewise, you will provide Sentino with continuous means to carry out such monitoring at no charge, including reasonable access to your Application. You will not interfere with such monitoring, and Sentino may use any technical means to overcome such interference.

Privacy

Compliance with Laws. You must comply with all laws and regulations applicable to your Application and your use of the Platform (including the Content). Such laws and regulations include those related to the collection, use and disclosure of personal information (“Privacy Laws”). You must provide your own user agreement and privacy policy with your Application that is consistent with Sentino’s Privacy Policy, and you must ensure it is prominently located where users download or access your Application. The user agreement and privacy policy must accurately disclose to users how and what personal information you collect, use and disclose through your Application.

Data

User Data. You are solely responsible for any user data or information collected by you through each Application.

Your Submissions. Sentino does not acquire any ownership of any intellectual property rights in the data, information and other materials that you make available to Sentino through the Platform (“Submissions”).

Branding. You will not use Sentino’s or any of its affiliates’ trade names, trademarks, service marks and associated logos (“Sentino Marks”) without our prior written consent. Any and all goodwill generated by you in the Sentino Marks will inure to the sole benefit of Sentino and/or its licensors, as applicable.

Personal Information

We recognize that your data may include personally identifiable information (“Personal Information”). In providing us with any Personal Information in association with the Platform, you will ensure that you are abiding by, and not breaching, any applicable privacy laws. You agree that performance of the Terms may require us to process, transmit, and/or store Personal Information of your employees, agents, contractors, consultants, or service providers. By submitting Personal Information to us, you warrant that you have the permission and authority to do so and agree that we and our employees, agents, contractors, consultants, service providers, and Affiliates may process, transmit and/or store Personal Information only for the purposes contemplated hereunder, provided that we do so in accordance and full compliance with all applicable data privacy laws.

Regarding Personal Information provided by or through you, you are responsible as the sole data controller for complying with all applicable data protection and privacy laws and regulations. You agree to obtain all necessary consents and make all necessary disclosures before providing us with any Personal Information or your data. Additionally, you will inform us about any special categories of data contained within the Personal Information and any restrictions or special requirements in the processing of such special categories of data, including any cross-border transfer restrictions. You are responsible for ensuring that the Platform meets such restrictions or special requirements for us to process any Personal Information.

Use of Your Data

We won’t disclose your data to anyone other than our employees, agents, contractors, consultants, service providers, Affiliates, and your Authorized Users, unless it has been de-identified (the “De-Identified Data”) and aggregated, and you authorize us and our employees, agents, contractors, consultants, service providers, and Affiliates to use your data, with or without de-identification and alone or together with other data, for providing support to you, improvement in production models, product performance optimization and improvement, product testing, research, product development, product performance analysis, statistical analysis, to train artificial intelligence models, or for any other business purposes. You agree that any De-Identified Data and its derivatives are exclusively our property and are not your Confidential Information.

Data Protection and Privacy

At Sentino, we are committed to safeguarding the privacy and security of your data. In addition to the provisions outlined in our Privacy Policy, we have established the following measures to ensure compliance with applicable data protection laws and regulations.

Data Protection and Security Measures. We implement industry-standard security measures to protect your data from unauthorized access, disclosure, alteration, or destruction. These measures include encryption, access controls, and regular security audits.

User Privacy Rights. You have certain rights regarding your personal data, including the right to access, rectify, erase, or port your data. You may exercise these rights by contacting us through the methods provided on our website.

Data Processing Agreements. By using our platform, you consent to the processing of your data for the purposes outlined in our Privacy Policy. We may engage third-party service providers to assist with data processing activities, and we ensure that they adhere to data protection standards through contractual agreements.

Data Transfer Mechanisms. If your data is transferred internationally, we ensure that adequate safeguards are in place to protect your data, such as standard contractual clauses or binding corporate rules.

Consent Mechanisms. We obtain your consent before processing any personal data, and you have the right to withdraw your consent at any time. However, please note that withdrawal of consent may affect the functionality of certain features of our platform.

Data Retention and Deletion. We retain your data only for as long as necessary to fulfill the purposes outlined in our Privacy Policy. Upon request or termination of your account, we will delete or anonymize your data in accordance with applicable laws and regulations.

Data Breach Notification. In the event of a data breach involving your personal data, we will notify you and relevant authorities as required by law. We will also take appropriate measures to mitigate any risks associated with the breach.

Compliance with Privacy Laws. We adhere to all applicable data protection laws and regulations, including the General Data Protection Regulation (GDPR) and the California Consumer Privacy Act (CCPA). If you have any questions or concerns about our data protection practices, please contact us at support@sentino.org.

By using our platform, you acknowledge and agree to the terms outlined in this Data Protection and Privacy section. We reserve the right to update these terms from time to time, and any changes will be reflected in our Privacy Policy.

Term and Termination

Term. These Terms will begin when you first register or use the Platform, whichever is earlier, and will remain effective until terminated in accordance with its terms (the “Duration”).

Termination or Suspension by Sentino. We have the right to immediately terminate these Terms or suspend (temporarily or permanently), terminate or revoke access to or use of the Platform (including through any Application or by any end user of an Application), in whole or in part, at any time for any reason, and with or without cause or notice to you.

Termination by You. You may terminate these Terms immediately upon written notice to Sentino and discontinuation of all and any uses of the Platform.

Effect of Termination. Upon termination of this Agreement by either you or Sentino, or suspension by Sentino, any and all licenses you may have with respect to the Platform will immediately and automatically terminate, you will immediately stop using the Platform, and you will delete any Confidential Information in your possession or control. You will be responsible for any outstanding Fees or Taxes owed.

Survival. To the extent applicable, the following sections will survive and remain in effect after the termination of these Terms: “Ownership”; “Feedback”; “Limitations”; “Confidentiality”; “Security”; “Privacy”; “Data”; “Branding”; “Termination”; “Indemnification”; “Disclaimers”; “Limitation of Liability”; “Miscellaneous Terms”.

Fees and Payments

Fees. You agree to pay all fees or charges to your account (“Fees”) in accordance with the prices and billing terms in effect at the time the Fee is incurred. Except as otherwise provided in a separate agreement between you and Sentino, the current Platform pricing is set forth on our pricing page located at https://sentino.org/pricing.

We reserve the right to correct any errors or mistakes that we identify, even if we have already issued an invoice or received payment. Furthermore, we reserve the right to change our prices at any time. We will post notice of price increases in the pricing or applicable terms to your account and/or to our website. Price increases will become effective no sooner than 14 days after they are posted, except for increases made for legal reasons, or increases made in Beta, which will be effective immediately. Any price changes will apply to the Fees charged to your account immediately after the effective date of the changes. If the change to any pricing or terms is not acceptable, your sole and exclusive remedy will be to cease using the Platform and cancel this Agreement. By continuing to use the service after notice of the change, you accept all such changes.

Taxes. Unless otherwise stated, Fees do not include federal, local, and foreign taxes, duties, levies, imposts, withholdings, and other similar assessments or any interest and penalties there on (“Taxes”). You are responsible for all Taxes associated with your purchase, excluding Taxes based on our net income. When required to do so, we will invoice you for such Taxes by adding the requisite amount to your Fees. You agree to timely pay such Taxes and promptly provide us with an original receipt showing the payment, together with such additional documentary evidence as we may from time to time reasonably require. At that, you do hereby confirm that Sentino can rely on the name and address set forth in your account registration as being the place of supply for tax purposes. You agree to be responsible for keeping this information accurate and up-to-date in your Account Settings.

Billing Information. You must provide your contact information, including bill-to address and email address, if applicable, as well as information for a valid payment method that you are authorized to use. It is your responsibility to maintain complete and accurate billing information.

Invoices. We will invoice you for the Fees incurred. You will pay each invoice in full within thirty (30) days after the invoice date. We will send invoices to the email address provided as your billing contact.

Payments. Sentino will charge your credit card or digital payment method on a transaction basis. All payment obligations are non-cancelable and all amounts paid are non-refundable, except as provided for herein.

Payment Authorization. By providing us with credit card information or information for any supported digital payment method, you authorize Sentino and its affiliates to store this information and to charge the credit card or digital payment method you have provided for the Fees when due until your account is terminated. In addition, you authorize us to use a third-party payment processor in processing payments. If you notify us to stop using a previously designated payment method and fail to designate an alternative, your credit card expires or is declined, your payment information requires an update, or your payment cannot be completed for any other reason, we may provide you with notice via email and immediately suspend your use and access to the Platform until we receive the corresponding payment.

Disputes and Late Payments. If you wish to dispute any Fees or Taxes, you must notify us in writing by emailing info@sentino.org within thirty (30) days of the date of the disputed invoice. Any undisputed amounts past due are subject to a finance charge of 1.5% of the unpaid balance per month (or the highest rate permitted by law, whichever is lower) from the date such payment was due until the date paid. You will be responsible for all reasonable expenses (including attorneys’ fees) incurred by us in collecting past due amounts. If any amount of your Fees are past due, we may suspend your Platform access after we provide you written notice of late payment. Any amounts due under this Agreement shall not be withheld or offset by you against amounts due to you for any reason.

Payments upon Termination. Upon the expiration or termination of these Terms for any reason, you shall pay to us all amounts due and payable hereunder, including, without limitation, the Fees.

Indemnification. You agree to defend, indemnify, and hold harmless Sentino, its affiliates, and each of its respective employees, officers, directors, agents and representatives, from and against all claims, suits, actions, proceedings, damages, losses, liabilities, judgments, penalties, fines, costs, and expenses (including attorneys’ fees) arising from or relating to: (i) your access to, use of or other activities in connection with the Platform; (ii) your Application, its use and any transactions conducted or data or information transmitted through it or the Platform by you or your end users; (iii) your breach of these Terms; or (iv) your actual or alleged infringement, misappropriation or violation of Sentino’s, its affiliate’s or any third party’s intellectual property or proprietary rights.

Disclaimers. THE PLATFORM IS LICENSED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SENTINO AND ITS AFFILIATES, AND EACH OF THEIR RESPECTIVE LICENSORS, SERVICE PROVIDERS AND SUPPLIERS (THE “SENTINO PARTIES”) MAKE NO WARRANTIES OR CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES AND CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SUBJECT MATTER OF THESE TERMS INCLUDING THE PLATFORM. WITHOUT LIMITING THE FOREGOING, NONE OF THE SENTINO PARTIES PROVIDE ANY WARRANTY THAT THE PLATFORM WILL BE FREE FROM ERRORS OR INTERRUPTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF EXPRESS OR IMPLIED WARRANTIES OR LIMITATIONS ON HOW LONG SUCH WARRANTIES LAST, SO THE EXCLUSIONS OR LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.

THE PLATFORM IS NOT INTENDED TO PROVIDE ANY EMERGENCY, MISSION CRITICAL OR SAFETY RELATED FUNCTIONALITY AND YOU SHALL NOT USE THE PLATFORM IN THAT MANNER. SENTINO DOES NOT GUARANTEE ANY RESULTS OR THE ACCURACY OF ANY RESULTS THAT YOU MAY OBTAIN FROM THE PLATFORM.

Limitation of Liability. NONE OF THE SENTINO PARTIES WILL BE LIABLE TO YOU OR YOUR END USERS UNDER ANY CAUSE OF ACTION OR THEORY OF LIABILITY (INCLUDING NEGLIGENCE), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY (A) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, OR (B) LOSS OF PROFITS, REVENUES, DATA, CUSTOMERS, OPPORTUNITIES, BUSINESS, ANTICIPATED SAVINGS OR GOODWILL, OR (C) UNAVAILABILITY OF THE PLATFORM. THE FOREGOING LIMITATIONS SHALL NOT APPLY TO THE EXTENT SUCH DISCLAIMERS ARE PROHIBITED BY THE APPLICABLE LAW. THE AGGREGATE LIABILITY OF THE SENTINO PARTIES UNDER OR IN CONNECTION WITH THESE TERMS WILL NOT EXCEED ONE HUNDRED DOLLARS ($100.00 USD). NOTHING IN THESE TERMS EXCLUDES OR LIMITS A PARTY’S LIABILITY TO THE OTHER PARTY FOR: (A) DEATH OR BODILY INJURY DIRECTLY CAUSED BY A PARTY’S GROSS NEGLIGENCE; OR (B) FRAUD OR WILLFUL MISCONDUCT.

Refund Policy

Sentino operates under a transparent and fair refund policy to ensure customer satisfaction. The following conditions apply to requests for refunds:

Silver Plan. As the Silver Plan offers a free trial period for 7 days, no refunds are applicable for this plan.

Gold Plan. Customers subscribed to the Gold Plan may request a refund within the first 30 days of their subscription start date if they are dissatisfied with the service. Refund requests must be made in writing to Sentino's customer support team at support@sentino.org.

Platinum Plan. Customers subscribed to the Platinum Plan may request a refund within the first 30 days of their subscription start date if they are dissatisfied with the service. Refund requests must be made in writing to Sentino's customer support team at support@sentino.org.

Eligibility, processing time, amount. To be eligible for a refund, customers must provide a valid reason for their dissatisfaction with the service. Refunds will not be granted for reasons unrelated to the functionality or performance of Sentino's services. Refund requests will be processed within a reasonable timeframe, typically within 7-10 business days from the date of receipt of the request. Refunds will be issued for the prorated amount of the remaining subscription period after deducting any applicable fees or charges. Sentino reserves the right to deny refund requests that do not meet the specified eligibility criteria or if the request is deemed to be fraudulent or abusive.

Customers can initiate refund requests by contacting Sentino's customer support team via email address support@sentino.org or through the designated contact channels provided on Sentino's website.

By subscribing to Sentino's services, customers agree to abide by the terms and conditions of the refund policy outlined above. Sentino reserves the right to update or modify this refund policy at its discretion without prior notice.

Miscellaneous Terms

Relationship of the Parties. These Terms do not create a partnership or joint venture between you and Sentino. You and Sentino are independent parties for all purposes relating to these Terms. You do not have the power to bind Sentino or give any person or entity any rights that Sentino has not previously authorized in writing.

No Third-Party Beneficiaries. No Third-Party Beneficiaries. These Terms are intended solely for the benefit of the parties hereto and do not confer any rights or benefits upon any third party not party to this Agreement. No individual or entity who is not a party to this Agreement shall have any rights or remedies hereunder.

Assignment. You may not assign or transfer these Terms or your rights or obligations under them, including in connection with a merger, acquisition, or change of control, without the prior consent of Sentino. Subject to the foregoing, these Terms shall inure to the benefit of, each of the parties’ permitted assignees and successors and is binding on the parties and their permitted successors and assignees. Any attempted assignment, other than in accordance with this section, shall be null and void. Sentino may freely assign these Terms or any and all of its rights and obligations under it without notice to you.

Export Control. You will comply fully with all relevant export laws and regulations of Germany and any other country (“Export Laws”) where you use any portion of the Platform or any other subject matter made available to you by Sentino. You certify that you are not on any of the relevant German government lists of prohibited persons. Furthermore, you certify that you will not export, re-export, ship, transfer or otherwise use the Platform or any other subject matter made available to you by Sentino in any country subject to an embargo or other sanction by Germany and that you will not use the Platform or any other subject matter made available to you by Sentino for any purpose prohibited by the Export Laws.

In addition, you agree to control, screen or limit (i) the regions from which your end users may access or use any of your Applications, and (ii) the persons or organizations who are your end users, in either case, in order to comply with all applicable Export Laws. Sentino is not responsible for and does not have the means to know your end users.

Waiver. If Sentino fails to enforce or exercise any provision of these Terms, Sentino does not waive any of its rights under such a provision. Sentino waives such rights only if it is specified in writing and signed by Sentino.

Severability. If and to the extent any provision of these Terms or portion thereof is held invalid or unenforceable under applicable law, (i) such provision or portion thereof will be deemed modified to the extent reasonably necessary to conform to applicable law but to give maximum effect to the intent of the parties set forth in these Terms, (ii) such provision or portion thereof will be ineffective only as to the jurisdiction in which it is held unenforceable without affecting enforceability in any other jurisdiction, and (iii) the remaining portion of the provision and all other provisions of these Terms shall remain in full force and effect.

Remedies. If you breach any provision in these Terms, it may cause irreparable harm to Sentino and its affiliates. You agree that, if you breach these Terms, Sentino has the right to seek injunctive relief against you in addition to any other legal remedies Sentino may have.

Dispute Resolution. In the event of a dispute, claim, or controversy (“Dispute”) raising out of or related to these Terms or any aspect of the relationship between you and Sentino, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, then either party may commence binding arbitration before a neutral arbitrator, and you agree that Sentino and you are each waiving the right to trial by jury (unless the Dispute qualifies for small claims court). Such disputes include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability, or validity of this dispute resolution provision or any portion of this dispute resolution provision. All such matters will be decided by an arbitrator and not by a court or judge.

The arbitration rules specified in this subsection are referred to as the “Rules.”

The arbitration will be administered by the German Institution of Arbitration (Deutsche Institution für Schiedsgerichtsbarkeit, DIS), the leading German arbitration institution, which administers national and international proceedings. It will be administered in accordance with the DIS Rules.

You or Sentino may commence the arbitration process called for by these Terms by filing a written demand for arbitration with the applicable arbitration organization and delivering a copy of such demand to the other in accordance with these Terms’ notice provisions.

If the Dispute is for an amount less than $100,000 USD, the arbitration will be heard in front of a single arbitrator, and if the Dispute is for an amount of $100,000 USD or more, then the Dispute shall be heard by a panel of three (3) arbitrators. In case the Dispute is to be heard in front of a single arbitrator, then the parties shall attempt to mutually agree on the identity of the arbitrator, or if no such agreement can be reached within thirty (30) days of the commencement of the arbitration proceedings, the applicable arbitration organization shall appoint such arbitrator in accordance with the Rules.

If the Dispute is to be heard in front of a panel of three (3) arbitrators, each party shall nominate one arbitrator from a list of arbitrators provided by the applicable arbitration organization, and the two party-nominated arbitrators shall select the third arbitrator who will serve as chairman.

Each party shall bear its own cost of prosecuting or defending the arbitration (excluding any attorneys’ or other professional fees) and the parties shall equally split the arbitrators’ fees and the applicable arbitration organization’s administrative costs, regardless of provisions of this section and judgment upon the award rendered by the arbitrator may be enforced by any court of competent jurisdiction. The arbitrator(s) shall render its decision as soon as reasonably possible after its appointment and must follow these Terms.

Class Waiver. YOU AGREE THAT ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED AND YOU ARE AGREEING TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION, CONSOLIDATED OR REPRESENTATIVE ACTION AND THE PARTIES ARE WAIVING THE RIGHT TO TRIAL BY JURY. IF FOR ANY REASON A CLAIM PROCEEDS TO COURT RATHER THAN ARBITRATION, EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL.

Governing Law; Venue. These Terms will be governed by and interpreted according to the laws of Germany. These Terms will not be governed by the United Nations Convention on Contracts for the International Sale of Goods and/or its implementation and/or successor legislation and/or regulations, the application of which is expressly excluded. Except as provided in the section “Arbitration”, any legal suit, action or proceeding arising out of or relating to these Terms will be commenced in a federal court in Germany, and each party submits to the exclusive jurisdiction and venue of any such court in any such suit, action, or proceeding.

Force Majeure. Neither Party shall be considered in default or held liable for delays in performance under this Agreement if such delays are caused by circumstances beyond the reasonable control of the affected Party, including but not limited to acts of God, natural disasters, strikes, lockouts, riots, acts of terrorism or war, governmental actions, epidemics, communication line failures, and power failures. Such circumstances shall constitute force majeure events, excusing the affected Party from performance under this Agreement for the duration of the event and to the extent it is affected thereby, provided that the affected Party promptly notifies the other Party of the force majeure event and takes all reasonable steps to mitigate its effects.

Notices. You agree that Sentino may contact you by any reasonable means, including via the contact information you have provided in your account, by e-mail or by notifications through Sentino’s websites. Notices to Sentino will be in writing and delivered by registered or certified mail to the following address: Franz-Heubl-Str. 41, 81735, Munich, Germany. You are responsible for ensuring that the email address and contact information in your account is accurate and current. Notices sent via email will be effective when sent, regardless of whether actually received.

Construction. As used in these Terms:

• The terms “include” and “including” are meant to be inclusive and shall be deemed to mean “include without limitation” or “including without limitation”
• The word “or” is disjunctive, but not necessarily exclusive
• Words used herein in the singular, where the context so permits, shall be deemed to include the plural and vice versa
• References to “dollars” or “$” shall be to United States dollars unless otherwise specified herein
• Any pronoun shall apply to all genders
• References to “sale,” “sold,” “seller” and other forms of those words in connection with products includes other forms in which the products may be transferred or put into commercial use (whether not specified
• Unless otherwise specified, all references to days, months or years shall be deemed to be preceded by the word “calendar.”

The headings of these Terms are intended solely for convenience of reference and shall be given no effect in the interpretation or construction of these Terms.

Section Headings. Section headings are for reference purposes only, and do not affect the construction, interpretation, or meaning of any provision of these Terms.

Entire Agreement. These Terms constitute the full and entire understanding between you and Sentino with respect to the subject matter hereof. They supersede any prior or contemporaneous understandings, discussions, agreements or communications between you and Sentino or its affiliates with respect to the subject matter of these Terms. These Terms may only be changed as expressly provided herein.