Terms of Service

Welcome, and thank you for your interest in Dynamis Labs, Inc. ("Sentra," "we," or "us") and our website, along with our related websites, applications, and other services provided by us (collectively, the "Service").

Sentra is an organizational AI platform for businesses to understand work progression, organize internal data, and get automated analytics into team progression and alignment. We help organizations integrate with existing project management tools such as GitHub repositories, Asana boards, Slack, and other platforms to get better insights on company data.

PLEASE READ THE FOLLOWING TERMS CAREFULLY AS THEY CREATE A LEGALLY BINDING CONTRACT BETWEEN YOU AND Sentra REGARDING YOUR USE OF THE SERVICE:

BY CLICKING "I ACCEPT," OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICE, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING Sentra'S PRIVACY POLICY (COLLECTIVELY, THE "TERMS"). REFERENCES TO "YOU" AND "YOUR" REFER TO THE INDIVIDUAL ACCEPTING THESE TERMS, CREATING AN ACCOUNT, OR OTHERWISE USING OR ACCESSING THE SERVICE. IF THE SERVICE IS BEING USED ON BEHALF OF A COMPANY, ORGANIZATION, OR OTHER ENTITY BY AN INDIVIDUAL AUTHORIZED TO ACCEPT THIS AGREEMENT ON ITS BEHALF, THEN ALL REFERENCES TO "YOU" OR "YOUR" REFER TO SUCH ENTITY AND ALL OF THOSE ACTING ON BEHALF OF SUCH ENTITY. IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE.

YOU AGREE TO RECEIVE COMMUNICATIONS FROM OR ON BEHALF OF Sentra AT THE PHONE NUMBER AND EMAIL ADDRESS YOU PROVIDE TO US. THESE COMMUNICATIONS MAY INCLUDE OPERATIONAL AND PROMOTIONAL MESSAGES. YOU UNDERSTAND AND AGREE THAT THESE COMMUNICATIONS MAY BE SENT USING AN AUTOMATIC TELEPHONE DIALING SYSTEM OR OTHER AUTOMATED TECHNOLOGY.

ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 18, you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND Sentra ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING.

1. Sentra Service Overview

1.1 The Service provides software for organizations to monitor employee work progress, get automated analytics into team progression and alignment, and integrate with existing project management tools.

1.2 The Service uses artificial intelligence and machine learning to analyze data from various sources including phone calls, emails, and integrations with tools such as GitHub, Jira, Slack, and other platforms.

1.3 By using the Service, you acknowledge and agree that the technology used by Sentra is evolving, and subject to unexpected outputs and results. The suite of artificial intelligence tools used by Sentra may provide results that are inaccurate or information that does not accurately reflect real events, places, people, or facts.

2. Eligibility

You must be at least 18 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old; (b) you have not previously been suspended or removed from the Service; and (c) your registration and use of the Service is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms.

3. Accounts and Registration

To access most features of the Service, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself and your organization, such as names, email addresses, or other contact information. You agree that the information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up to date at all times. When you register, you will be asked to create a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you should immediately notify us at support@sentra.app.

4. General Payment Terms

4.1 Price. Sentra reserves the right to determine pricing for the Service. Sentra will make reasonable efforts to keep pricing information published on the Service up to date. We encourage you to check our pricing page periodically for current pricing information. Sentra may change the fees for any feature of the Service, including additional fees or charges, if Sentra gives you advance notice of changes before they apply.

4.2 Authorization. You authorize Sentra to charge all sums for the orders that you make and any level of Service you select, including all applicable taxes, to the payment method specified in your account. If you pay any fees with a credit card, then Sentra may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase.

4.3 Subscription Service. The Service includes subscription-based plans with automatically recurring payments for periodic charges ("Subscription Service"). The Subscription Service will begin on the date when you purchase your first subscription to the Service and continue for the subscription period that you select on your account, and will automatically renew for successive periods unless you cancel the Subscription Service or we terminate it. Your account will be charged automatically on the renewal date of your Subscription Service for all applicable fees and taxes for the next Subscription Period. You must cancel your Subscription Service before it renews in order to avoid billing of the next periodic Subscription Fee to your account.

4.4 Delinquent Accounts. Sentra may suspend or terminate access to the Service for any account for which any amount is due but unpaid. In addition to the amount due for the Service, a delinquent account will be charged with fees or charges that are incidental to any chargeback or collection of an unpaid amount, including collection fees.

5. Licenses

5.1 Limited License. Subject to your complete and ongoing compliance with these Terms, Sentra grants you, solely for your business use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to: (a) install and use one object code copy of any mobile or other downloadable application associated with the Service on a device that you own or control; and (b) access and use the Service.

5.2 License Restrictions. Except as expressly authorized by Sentra, you may not: (a) reproduce, distribute, publicly display, publicly perform, or create derivative works of the Service; (b) make modifications to the Service; (c) interfere with or circumvent any feature of the Service, including any security or access control mechanism; (d) decompile, disassemble, reverse engineer, or otherwise examine, or attempt to derive the source code of the Service; or (e) use the Service for purposes of training any large language models, algorithms, or other software products or services without our express permission.

5.3 Feedback. If you choose to provide feedback regarding any aspect or functionality of the Service, then you hereby grant Sentra an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to use and exploit the feedback, in whole or in part, in any manner and for any purpose, including to improve the Service and create other products and services.

6. Ownership; Proprietary Rights

The Service is owned and operated by Sentra. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code and object code), products, software, services, and all other elements of the Service provided by Sentra are protected by intellectual property and other laws. All materials included in the Service are the property of Sentra or its third-party licensors. Except as expressly authorized by Sentra, you may not make use of the materials. There are no implied licenses in these Terms and Sentra reserves all rights to the materials not granted expressly in these Terms.

7. Third-Party Terms

7.1 Third-Party Services and Linked Websites. Sentra may provide tools through the Service that enable you to export information to third-party services, including through features that allow you to link your account on the Service with an account on the third-party service. By using one of these tools, you hereby authorize Sentra to transfer that information to the applicable third-party service. Third-party services are not under Sentra's control, and, to the fullest extent permitted by law, Sentra is not responsible for any third-party service's use of your exported information.

7.2 Third-Party Software. The Service may include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components. Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining third-party components under the applicable third-party licenses or to limit your use of third-party components under those third-party licenses.

8. User Content

8.1 User Content Generally. Certain features of the Service will permit Users to submit, upload, publish, or otherwise transmit content to the Service, including work reports, meeting transcripts, and company internal documents of work progression ("User Content"). You retain any copyright and other proprietary rights that you may hold in the User Content that you provide to the Service, subject to the licenses granted in these Terms.

8.2 Limited License Grant to Sentra. By providing User Content to or via the Service, you grant Sentra a worldwide, non-exclusive, irrevocable, royalty-free, fully paid right and license (with the right to sublicense through multiple tiers) to host, store, transfer, display, perform, reproduce, modify for the purpose of formatting for display, create derivative works as authorized in these Terms, and distribute your User Content, in whole or in part, in any media formats and through any media channels, in each instance whether now known or hereafter developed.

8.3 You Must Have Rights to the Content You Provide. You must not provide User Content if you are not the owner of or are not fully authorized to grant rights in all of the elements of that User Content.

9. Communications

9.1 Text Messaging and Phone Calls. You agree that Sentra and those acting on our behalf may send you text (SMS) messages and phone calls at the phone number you provide us. These communications may include operational messages about your use of the Service, as well as marketing messages. Text messages and phone calls may be sent using an automatic telephone dialing system. Standard data and message rates may apply whenever you send or receive such messages, as specified by your carrier.

9.2 Email. We may send you emails concerning our products and services, as well as those of third parties, and you consent to the receipt of such emails. You may opt out of promotional emails by following the unsubscribe instructions in the promotional email itself.

10. Prohibited Conduct

BY USING THE SERVICE, YOU AGREE NOT TO:

• Use the Service for any illegal purpose or in violation of any local, state, national, or international law;
• Harass, threaten, demean, embarrass, bully, or otherwise harm any other User of the Service;
• Use the Service to spread or generate misleading or false information;
• Violate, encourage others to violate, or provide instructions on how to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;
• Interfere with security-related features of the Service;
• Interfere with the operation of the Service or any User's enjoyment of the Service;
• Perform any fraudulent activity, including impersonating any person or entity, claiming a false affiliation or identity, accessing any other Service account without permission;
• Sell or otherwise transfer the access granted under these Terms or any Materials or any right or ability to view, access, or use any Materials;
• Attempt to do any of the prohibited acts described in this Section 10, or assist or permit any person in engaging in any of the prohibited acts described in this Section 10.

11. Intellectual Property Rights Protection

11.1 Respect of Third-Party Rights. Sentra respects the intellectual property rights of others, takes the protection of intellectual property rights very seriously, and asks Users of the Service to do the same. Infringing activity will not be tolerated on or through the Service.

11.2 DMCA Notification. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. § 512, as amended). If you have an intellectual property rights-related complaint about any material on the Service, you may contact our Designated Agent at: Dynamis Labs, Inc., Attn: Legal Department (IP Notification), Email: support@sentra.app

12. Term, Termination, and Modification of the Service

12.1 Term. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Service, and end when terminated as described in Section 12.2.

12.2 Termination. If you violate any provision of these Terms, then your authorization to access the Service and these Terms automatically terminate. In addition, Sentra may, at its sole discretion, terminate these Terms or your account on the Service, or suspend or terminate your access to the Service, at any time for any reason or no reason, with or without notice, and without any liability to you arising from such termination.

12.3 Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you will no longer be authorized to access your account or the Service; (c) you must pay Sentra any unpaid amount that was due prior to termination; and (d) all payment obligations accrued prior to termination will survive.

12.4 Modification of the Service. Sentra reserves the right to modify or discontinue all or any portion of the Service at any time, temporarily or permanently, without notice to you. Sentra will have no liability for any change to the Service, including any paid-for functionalities of the Service, or any suspension or termination of your access to or use of the Service.

13. Indemnity

To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend and indemnify Sentra, its affiliates and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including attorneys' fees and costs, arising out of or connected with: (1) your unauthorized use of, or misuse of, the Service; (2) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (3) your violation of any third-party right, including any intellectual property right or privacy, confidentiality, other property, or privacy right; or (4) any dispute or issue between you and any third party.

14. Disclaimers; No Warranties by Sentra

14.1 Disclaimers related to AI. To the maximum extent permitted by applicable law, we disclaim any and all liability related to the use of AI tools. AI tools may return inaccurate information that does not accurately reflect real people, places, or facts. The Service does not provide any medical, health, safety, legal, financial, tax, accounting, or other professional advice. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK, AND Sentra WILL NOT BE LIABLE FOR ANY STATEMENTS, REPRESENTATIONS, DEFAMATION, OMISSIONS, FALSEHOODS, OR OTHER TYPES OF CONTENT THAT MAY RESULT FROM YOUR OR ANY OTHER USERS USE OF THE SERVICE.

14.2 THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS. Sentra DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE.

15. Limitation of Liability

15.1 TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL Sentra BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE.

15.2 THE AGGREGATE LIABILITY OF Sentra TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS IS LIMITED TO THE GREATER OF: (a) THE AMOUNT YOU HAVE PAID TO Sentra FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM AND (b) US$100.

16. Dispute Resolution and Arbitration

16.1 Generally. Except as described in Section 16.2 and 16.3, you and Sentra agree that every dispute arising in connection with these Terms, the Service, or communications from us will be resolved through binding arbitration.

YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND Sentra ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

16.2 Exceptions. Although we are agreeing to arbitrate most disputes between us, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.

16.3 Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 16 within 30 days after the date that you agree to these Terms by sending a letter to Dynamis Labs, Inc., Attention: Legal Department - Arbitration Opt-Out, that specifies: your full legal name, the email address or phone number associated with your account on the Service, and a statement that you wish to opt out of arbitration.

17. Miscellaneous

17.1 General Terms. These Terms, including the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Sentra regarding your use of the Service.

17.2 Governing Law. These Terms are governed by the laws of the State of California without regard to conflict of law principles. You and Sentra submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Santa Clara County, California for resolution of any lawsuit or court proceeding permitted under these Terms.

17.3 Privacy Policy. Please read the Sentra Privacy Policy carefully for information relating to our collection, use, storage, and disclosure of your personal information. The Sentra Privacy Policy is incorporated by this reference into, and made a part of, these Terms.

17.4 Contact Information. The Service is offered by Dynamis Labs, Inc. You may contact us by sending correspondence to that address or by emailing us at: support@sentra.app