Terms ofService.

These Terms of Service (the “Terms”) govern your use of the Zentrr platform and services (the “Service”) operated by Sati Technology Inc. (d/b/a Zentrr, “Zentrr,” “we,” “us,” or “our”). When you create an account, you check a box and click “Create workspace” affirmatively agreeing to these Terms and our Privacy Policy. We record the time, IP address, and version of the Terms accepted in our database as evidence of your acceptance.

If you do not agree to these Terms, do not use the Service. If you are entering into these Terms on behalf of an entity, you represent that you have authority to bind that entity.

“Customer” means the person or entity who has accepted these Terms.

“Customer Content” means everything Customer or its end users submit to the Service: prompts, uploaded documents, configuration, knowledge sources, integration credentials, and data Customer makes available through connected systems.

“Output” means content generated by the Service in response to Customer Content, including drafts, summaries, packets, and replies produced by AI Specialists.

“Specialist” means an AI agent deployed through the Service that drafts work for human review and approval in the Mailbox.

“Fees” means the subscription and usage charges set out on the pricing page or in an Order.

“Order” means a subscription Customer places through the Service or an order form signed with Zentrr.

Subject to these Terms and timely payment of Fees, Zentrr grants Customer a limited, non-exclusive, non-transferable, revocable license to access and use the Service for Customer's internal business purposes.

Customer's use of the Service is also governed by our Acceptable Use Policy, which is incorporated into these Terms by reference. The Service uses Anthropic foundation models hosted on Amazon Web Services Bedrock; Customer's use must also comply with Anthropic's Usage Policy, which is incorporated into our Acceptable Use Policy by reference.

Customer agrees that it will not, and will not permit its end users to: (a) access the Service to build a competing product or service, including to train competing AI models; (b) reverse engineer or duplicate the Service; or (c) support any third party's attempt at the conduct restricted in this sentence. Customer and its end users may only use the Service in the countries and regions Anthropic currently supports.

As between the parties, Customer (a) retains all rights to its Customer Content and (b) owns its Outputs. Customer grants Zentrr a worldwide, royalty-free license to host, store, process, transmit, and display Customer Content and Outputs solely to provide and improve the Service for Customer.

We do not train AI models on Customer Content.The Service uses Anthropic's Claude foundation models hosted on AWS Bedrock; per AWS, customer prompts and completions on Bedrock are not used to train or improve the base foundation models. Anthropic's commercial terms further provide that Anthropic may not train models on customer content delivered through its services. By default, model providers do not have access to Bedrock logs, prompts, or completions.

Optional provider-data-share models. Certain frontier models (currently Claude Fable 5) are made available by AWS Bedrock only under a provider_data_shareretention mode. These models are off by default. If an authorized admin in Customer's organization explicitly enables such a model on a specific agent, Customer instructs Zentrr to permit, for that agent only, sharing of its prompts and completions with the model provider (Anthropic), retained by the provider for up to thirty (30) days for trust & safety and abuse-detection purposes — not for model training. The opt-in is per agent, is recorded in Customer's audit log, and does not change the handling of any other agent or model. Customer is responsible for determining whether enabling such a model is appropriate for the data that agent processes (including any regulated data such as PHI).

Customer acknowledges that the Service uses generative AI and may produce different Outputs in response to the same or substantially similar Customer Content across sessions, and that two customers may receive the same or similar Outputs.

To the maximum extent permitted by law, and except for (a) a party's gross negligence or willful misconduct, (b) a party's indemnification obligations under these Terms, or (c) Customer's payment obligations, neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, revenue, or data, arising from or relating to these Terms or the Service.

Each party's total aggregate liability under these Terms will not exceed the total Fees Customer paid to Zentrr during the twelve (12) months immediately preceding the event giving rise to liability.

Customer will defend, indemnify, and hold harmless Zentrr and its affiliates from any third-party claim, liability, damages, and expenses (including reasonable attorneys' fees) arising from (a) Customer Content, (b) Customer's or its end users' use of the Service in violation of these Terms or applicable law, or (c) Outputs that Customer or its end users acted upon without the professional review required by Section 05.

Zentrr will defend Customer from any third-party claim alleging that Customer's authorized use of the Service infringes a U.S. patent, copyright, or trademark, and will pay any damages finally awarded or amounts agreed in settlement, provided Customer (i) promptly notifies Zentrr of the claim, (ii) gives Zentrr sole control of defense and settlement, and (iii) reasonably cooperates. Zentrr has no obligation for claims arising from Customer Content, Customer's combinations of the Service with other systems, or Customer's use after notice to stop.

Fees are described on the pricing page or in an Order. We will provide at least thirty (30) days' notice before increasing published Fees applicable to Customer. Refund eligibility is described in our Refund Policy.

Customer may terminate its account at any time. Either party may terminate these Terms for material breach by the other party that is not cured within thirty (30) days of written notice. Upon termination, Customer's right to use the Service ends, and Customer may request export of its data within thirty (30) days.

Sections 02 (Definitions), 04 (Customer Content, Outputs, and AI training), 05 (Warranty disclaimer and AI accuracy), 06 (Limitation of liability), 07 (Indemnification), 09 (Fees, payment, and refunds), 10 (Term, termination, and survival), 11 (Modifications), 12 (Bankruptcy and change of control), 13 (Governing law and arbitration), and 14 (General) will survive expiration or termination.

Customer agrees that Zentrr may assign these Terms and transfer Customer Content, in whole or in part, to a successor entity in connection with a merger, acquisition, reorganization, sale of substantially all of Zentrr's assets, or bankruptcy proceeding under Title 11 of the United States Code. As a condition of any such transfer, Zentrr will require, and the successor entity will agree in writing, that:

1. Customer Content will remain subject to the same or no-less-protective privacy, security, and confidentiality commitments then in effect under these Terms and our Privacy Policy;
2. Zentrr will notify Customer at least thirty (30) days before any such transfer becomes effective, except where prohibited by law or court order;
3. Customer's prior data-subject requests (deletion, opt-out, portability) made under applicable law will be honored by the successor; and
4. Where required by applicable law (including 11 U.S.C. § 363(b)(1)(B), Cal. Civ. Code § 1798.140(ad)(2)(D), and any applicable state genetic, biometric, or health privacy law), Zentrr will obtain any required customer consent or court approval.

No provision of these Terms may be invoked by Zentrr or any successor to reduce the privacy protections afforded to Customer Content below those in effect at the time of collection without Customer's express opt-in consent.

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. The state and federal courts located in New Castle County, Delaware will have exclusive jurisdiction over any dispute not subject to arbitration.

EACH PARTY AGREES THAT ANY DISPUTE WILL BE RESOLVED ON AN INDIVIDUAL BASIS AND WAIVES ANY RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION OR TO HAVE A DISPUTE DECIDED BY A JURY.

These Terms (together with the Privacy Policy, Acceptable Use Policy, Refund Policy, Cookie Policy, and any Order) are the entire agreement between the parties and supersede any prior agreement on the subject matter. If any provision is held unenforceable, the remaining provisions will continue in effect. A waiver of any breach is not a waiver of any future breach. Customer may not assign these Terms without Zentrr's consent except in connection with a merger, acquisition, or sale of substantially all of its assets, provided the assignee assumes Customer's obligations.