Sentworks Services Agreement

Updated September 24, 2017
Effective September 24, 2017

Welcome to Sentworks!

This is an agreement between you and Sentworks that describes your rights to use the software and services identified in section 1.1. For your convenience, we have phrased some of the terms of this Agreement in a question and answer format. You should review the entire Agreement because all of the terms are important and together create a legal Agreement that, once accepted by you, applies to you. Additionally, there are documents and policies that we link to in this Agreement and you should read those as well.

Scope of agreement, acceptance, and changes
1. What services are covered by this Agreement? Sentworks, Sentworks Slingshot and other Sentworks services that link to this Agreement through a supplemental agreement (the “Cloud Services”); We refer to these services, as well as other websites, and services that link to this Agreement collectively as the “Services.”
2. What terms must I abide by when using the Services? Our goal is to create a safer and more secure environment and therefore we require that, when using the Services, users abide by these terms (“this Agreement”). You must not use the Services in a way that infringes rights of third parties, including, but not limited to, wilfully harming a person or entity.
3. How do I accept this Agreement? By providing the opportunity of subscribing for and/or ordering the Services, Sentworks makes an offer to you. You must agree to these terms and conditions via opt-in before you can use the Services and they constitute a valid agreement between you and Sentworks. By using or accessing the Services, or by agreeing to these terms where the option is made available to you in the user interface, you confirm you agree to abide by this Agreement, without modification by you. If you don't agree, you may not use the Services.
4. Can Sentworks change this Agreement after I've accepted it? Yes. We'll inform you if we intend to change this Agreement. We may change the terms of this Agreement if:
  1. it is necessary due to applicable law, including, but not limited to, a change of such law
  2. it is necessary due to an advice and/or order based on applicable law
  3. the equivalence ratio between service and consideration is disordered
  4. it is necessary from a technical point of view
  5. it is necessary to ensure the operation of the Services
  6. the terms will be changed to the advantage of the user. We'll inform you of the intended change before it takes effect, either through the user interface, in an email message, or through other reasonable means. We'll provide you the opportunity to cancel the Services at least 30 days before the change becomes effective. If you don't cancel the Services within the notice period (in accordance with the process outlined in section 4.3), you thereby agree to the change of this Agreement. We'll also expressly point to this fact when informing you about the intended change of this Agreement.
5. What types of changes can I expect to the Services? We continuously work to improve the Services, in order to improve or update its functionalities, introduce new features or adapt the Services, and may change the Services or delete features in that respect at any time, including, without limitation, if our agreements with third parties no longer permit us to make their material available, if it's no longer feasible for us to provide it, the technology advances, or if customer feedback indicates a change is needed. For paid Services, we'll notify you in advance of material changes to the Services. We may release the Services or their features in a beta version, which may not work correctly or in the same way the final version may work. We will also notify you in advance if a change to the Services will cause you to lose your Content (as defined later). You may cancel the Services at any time in accordance with the process outlined in section 4.3.
6. What age do I have to be to use the Services? By using the Services, you represent that you have either reached the age of “majority” where you live or have valid parent or legal guardian consent to be bound by the terms of this Agreement. If you don't know whether you have reached the age of majority where you live, or don't understand this section, please don't create an account before you have asked your parent or legal guardian for help. If you're the parent or legal guardian of a minor that creates an account, you accept this Agreement on the minor's behalf and are responsible for all use of the accounts or Services, including purchases, whether the minor's account is now open or created later.
Sentworks account
1. What is a Sentworks account? Sentworks account is a service that lets you sign in to Sentworks products, websites and services, as well as those of select Sentworks partners. To access the Services, you must be logged in with a Sentworks account. When creating a Sentworks account we ask you to provide your Everbridge user name. The Everbridge user name that you use to create your Sentworks account will be unique to you for as long as your Sentworks account is still active. Your Senworks user name will be adopted from your Everbridge username. Existing Sentworks account holders may need to provide security information to continue using their Sentworks account. To access and manage your Sentworks account and security information, you can visit your user profile at ( https://sentworks.com/login/). Please review the Privacy Statements (as defined below) to understand how Sentworks collects and uses the information associated with your Sentworks account. You're responsible for keeping your account information confidential. You can use your Sentworks account to gain access to other Sentworks products, websites, or services; if you do so, the terms and conditions for those products, websites, or services, including their respective privacy statements, if different from this Agreement, may also apply to your use of that product, website, or service. You must sign in to your Sentworks account periodically, at a minimum every year, to keep services associated with your Sentworks account active, unless provided otherwise in an offer for a paid portion of the Services. If your Services with Sentworks or Everbridge are canceled, we will delete information or Content (as defined below) associated with your Sentworks account, or will otherwise disassociate it from you and your Sentworks account, unless the law requires us to keep it.
2. What if I can't access my Sentworks account? If you've forgotten your username or otherwise can't access your Sentworks account, look it up in Everbridge. If your account in Everbridge is no longer active, you will not be able to access your Sentworks account. Sentworks account login is only available to those with an active Everbridge account. We'll do our best to help you recover your Sentworks account; however, we can't guarantee that your Sentworks account will be restored or your Content will be recovered.
Content
1. Who owns my Content that I put on the Services? You do. Some Services enable you to communicate with others and share or store various types of files, such as photos, documents, music and video. The contents of your communications and your files are your “Content” and, except for material that we license to you that may be incorporated into your own Content (such as clip art), we don't claim ownership of the Content you provide on the Services. Your Content remains your Content, and you're responsible for it.
2. Who can access my Content? You have initial control over who may access your Content. However, if you share Content in public areas of the Services, through features that permit public sharing of Content, or in shared areas available to others you've chosen, you expressly agree that anyone you've shared Content with may, for free, use, reproduce, distribute, display, transmit, save, and communicate the Content solely in connection with the Services and other Sentworks, or its licensees', products, and services. If you don't want others to have that ability, don't use the Services to share your Content. You represent and warrant that for the duration of this Agreement you have (and will have) all the rights necessary for the Content you upload or share on the Services and that the use of the Content, as contemplated in this paragraph, won't violate any law or rights of third parties.
3. What does Sentworks do with my Content? When you transmit or upload Content to the Services, you're giving Sentworks the worldwide right, without charge, to use Content as necessary: to provide the Services to you (which may include changing the size, shape, or format your Content to better store or display it to you), to protect you, and to improve Sentworks products and services. Sentworks uses and protects your Content as outlined in the Privacy Statement.
4. What type of Content or actions aren't permitted? In order to protect our customers and the Services, we have established this Code of Conduct governing the use of the Services. Content or actions that violate this Agreement aren't permitted.
  1. Don't use the Services to do anything illegal.
  2. Don't engage in any activity that exploits, harms, or threatens to harm children.
  3. Don't send spam or use your account to help others send spam. Spam is unsolicited bulk email, postings or instant messages.
  4. Don't publicly display inappropriate images (e.g. nudity, bestiality, pornography).
  5. Don't engage in activity that is false or misleading (e.g. attempts to ask for money under false pretenses, impersonating someone else).
  6. Don't engage in activity that is harmful to the Services or others (e.g. viruses, stalking, hate speech, advocating violence against others).
  7. Don't infringe upon the rights of others (e.g. unauthorized sharing of copyrighted music).
  8. Don't engage in activity that violates the privacy of others.
5. Can Sentworks remove my Content from the Services? Yes. We reserve the right to deny Content or remove it from the Services at any time if we believe that it violates applicable law or this Agreement or if it exceeds limits on storage or file size. If the Content you store on the Services is legal and in line with this Agreement, protected by copyright law, and you're authorized to use the Content, we'll provide you with the opportunity to retrieve the Content. This shall not apply if Content is removed from our servers due to the fact that your Sentworks account remained inactive for the time mentioned in section 2.1. We may also block delivery of a communication to or from the Services as part of our effort to protect the Services or our customers, or otherwise enforce the terms of this Agreement.
Services cancellation
1. What happens if I don't abide by this Agreement? If you culpably violate this Agreement, and continue to breach the relevant obligation after receipt of a notice to stop the breach within an appropriate and reasonable time frame, we may take action against you including (without limitation) asking you to refrain from certain activities, removing your Content from the Services, suspending or canceling your access to the Services, disabling your Sentworks account, and/or referring such activity to appropriate authorities. This provision doesn't affect Sentworks' additional legal rights to cancel this Agreement immediately for good cause. This includes if you violate a material obligation of this Agreement. Material obligations cover any obligations which need to be fulfilled in order to properly perform this Agreement, which enable to reach the goals of this Agreement and where the users generally can assume that those obligations will be fulfilled according to the sense and the content of this Agreement. The removal of Content and cancellation of the Services implies the deletion or disassociation of information and Content associated with your Sentworks account. Information and Content will be deleted or disassociated and therefore made irretrievable, so we strongly advise you to regularly back up the information and Content that you store on the Services.
2. Are there other ways I could lose access to the Services? Yes. If Sentworks stops providing portions of the Services, in accordance with section 1.5. In such case, your data will be permanently deleted from that portion of the Services or disassociated with you and your Sentworks account, unless the law requires us to keep it. If we cancel a paid Service, we'll refund to you on a pro-rata basis the amount of payments that you've made corresponding to the portion of your service remaining right before the cancellation. If you sign up for a paid portion of the Services and fail to make an on-time payment, we may suspend or cancel your Service (see section 9.11 for more details).
3. How can I cancel the Services? You may cancel the Services associated with your Sentworks account at any time and for any reason by contacting Sentworks Support. To cancel a paid Service, see section 9.10. If you're canceling your Services, the quickest means of eliminating your Content on the Services is to contact Sentworks support. However, please note that while Content you've deleted or that is associated with a closed account may not be accessible to you, it may still remain on our systems for a period of time while we undertake the process of removing the deleted Content from our systems and you hereby explicitly consent to such necessary data processing. Please see the Privacy Statements for more information about Sentworks' retention practices.
4. What happens if my Services are canceled? If your Services are canceled (whether by you or us), your right to use the Services stops immediately and your license to use our software ends. If your Sentworks account is canceled (whether by you or us), your right to use your Sentworks account stops immediately. If your Services are canceled, we will delete information or Content (as defined above) associated with your Sentworks account, or will otherwise disassociate it from you and your Sentworks account, unless the law requires us to keep it, and we are under no obligation to return Content to you.
Privacy
Your privacy is important to us. Our Privacy Policy https://sentworks.com/website/privacy-policy.php describe how we use and protect your Content and any information we collect about you. They are important so please read them carefully. This Agreement incorporates the Privacy Statements by reference. By using the Services or agreeing to these terms, you consent to Sentworks' collection, use and disclosure of your Content and information as described in the Privacy Statements.
Services disruptions and backup
We strive to keep the Services up and running; however, all online services suffer occasional disruptions and outages.
Software
1. What terms govern the software that is part of the Services? Unless accompanied by a separate license agreement, any software provided by us to you as part of the Services is subject to the terms of this Agreement. The software is licensed, not sold, and Sentworks reserves all rights to the software not expressly granted by Sentworks under the license terms. If this Agreement governs the website you're viewing, any third-party scripts or code, linked to or referenced from this website, are licensed to you by the third parties that own such code, not by Sentworks.
2. Are there things I can't do with the software or Services? Yes. In addition to the other restrictions in this Agreement, you may not circumvent or bypass any technological protection measures in or relating to the software or Services or disassemble, decompile, or reverse engineer any software or other aspect of the Services that's included in or accessible through the Services, except and only to the extent that the applicable copyright law expressly permits doing so; separate components of the software or Services for use on different devices; publish, copy, rent, lease, or lend the software or the Services; or transfer the software, any software licenses, or any rights to access or use the Services. You may not use the Services in any unauthorized way that could interfere with anyone else's use of them or gain access to any service, data, account, or network. You may not enable access to the Services by unauthorized third-party applications.
If you pay Sentworks, the following terms apply to you
1. Charges. If there is a charge associated with a portion of the Services, you agree to pay that charge. The price stated for the Services includes all applicable taxes and currency exchange settlements, unless stated otherwise.
2. Your billing account. To pay the charges for a Service, you'll be asked to provide a payment method at the time you sign up for that Service. You agree to keep your billing account information current at all times. Additionally, you agree to permit Sentworks to use any updated account information regarding your payment method provided by your issuing bank or the applicable payment network. If you tell us to stop using your payment method and don't provide us with another payment method after our notice to you to do so within an appropriate time frame, we may suspend or cancel your paid Service for good cause. Your notice to us won't affect charges we submit to your billing account before we reasonably could act on your changes to your billing account information.
3. Billing. By providing Sentworks with a payment method, you
  1. represent that you're authorized to use the payment method that you provided and that any payment information you provide is true and accurate;
  2. authorize Sentworks to charge you for the Services using your payment method; and
  3. authorize Sentworks to charge you for any paid feature of the Services that you choose to sign up for or order while this Agreement is in force. Billing of service charges to your payment method may occur as we agreed, including:
    1. at the time of purchase;
    2. shortly after purchase; or
    3. on a recurring basis for subscription Services. Subject to your consent, billing may also occur in advance. Also, we may charge you up to the amount you've approved, and we'll notify you in advance of the difference for recurring subscription Services. We may bill you for more than one of your prior and current billing periods together.
  4. Automatic renewal. Provided that automatic renewals are allowed in your country, province, or state, we'll inform you either at the time you sign up for the Service or before automatically renewing your Service that the Service will automatically renew. Once we have informed you that the Services will be automatically renewed, we may automatically renew your Services and charge you the then current price for the renewal term. We'll also remind you that we'll bill your chosen payment method for the Services renewal and will provide you with instructions on how you can cancel the Service. We'll charge you the then current price for the renewal term, unless you've notified us that you wish to cancel this Agreement at least one month prior to its expiry or the expiry of any renewal term, or otherwise in accordance with how we may have told you that you may cancel.
  5. Online statement and errors. We'll provide you with an online billing statement on the Billing and Account Management website, where you can view and print your statement. You're obliged to check the online billing statement at regular intervals, and at least once a month. This is the only billing statement that we provide. It is your responsibility to print or save a copy of each online statement and to retain such copy for your records. If we make an error on your bill, we'll correct it promptly after you tell us and we investigate the charge. You must tell us within 120 days after an obvious error first appears on your bill. If you don't tell us within that time, you release us from all liability and claims of loss resulting from such error caused by slight negligence; further in that case we won't be required to correct the error or provide a refund. In any other cases, if Sentworks has identified a billing error, we'll inform you and take steps to correct it as soon as reasonably possible.
  6. Cooling off period or Right of Withdrawal. When you request Services from us, you'll be entitled to a cancellation or “cooling off” period of 15 days from the point at which the Services commence. You may cancel the Services as provided in section 9.10. See section 9.9 for Sentworks' refund policies.
  7. Trial period offers. If you're taking part in any trial period offer, you must cancel the Services by the end of the trial period to avoid incurring new charges, unless we notify you otherwise. The Services may be canceled as provided in section 9.10. If you don't cancel your Services, and we have told you the Services will convert to a paid subscription at the end of the trial period, and we have informed you of the applicable charges and any other applicable terms, then you authorize us to charge your payment method the then current price for the Services.
  8. Price changes. If there is a specific time length and price for your Service offer, that price will remain in force until that offer period ends. You'll need to agree to any new offer and price if you want to continue the Services. If your Services are on a period basis (for example, monthly), with no specific time length, and isn't a trial offer, we may change the price of the Services up to 5 percent per year if we inform you at least 30 days before the change will become effective. You'll have the opportunity to cancel the Services before the price changes. When we notify you of the price change, we'll also peculiarly inform you that the new price will become effective if you don't cancel the Services. After the term ends, and provided that you didn't cancel the Services further to our information, we'll charge you for your use of the Services at the new price. If you don't agree to the price change, you must cancel and stop using the Services before the price change takes effect. If you cancel, your Services end at the end of your current Services period or, if we bill your account on a periodic basis, at the end of the period in which you canceled.
  9. Refund policies. In general, charges are non-refundable except if the refund is based on an ordinary cancellation or cancellation for good cause or culpable behavior or omission by Sentworks, including if the Services aren't effectively provided. If you're entitled to a cooling off period per section 9.6, you'll be reimbursed, within a reasonable time, for any amounts actually paid.
  10. Canceling the Services. You may cancel the Services at any time, with or without cause. Email Sentworks Support for further information and direction on how to cancel your Services. You should refer back to the offer describing the Services as
    1. you may be obligated to pay all charges made to your billing account for the Services prior to the date of cancellation; or
    2. you may lose access to your Sentworks account when you cancel the Services.
  11. Late payments. In case of late payments, you must pay for the reasonable costs we incur to collect any past due amounts including attorneys' fees and other legal fees and costs, as permitted by law and regulations. We may suspend or cancel your Services if you fail to pay in full on time after we send you a reminder—with the threat of suspension and/or cancellation of the Services—to make your payment within an appropriate time. You can avoid suspension or cancellation if you make the required payment within the appropriate time set forth in the reminder. A different procedure will apply if the amount missing is marginal. Amounts missing below 2 percent of the total invoice value will always be deemed marginal. Suspension or cancellation of the Services for non-payment could result in the loss of access to your Sentworks account.
  12. Payments to you. If we owe you a payment, then you agree to timely and accurately provide us with any information we need to get that payment to you. You're responsible for any taxes and charges you may incur as a result of this payment to you. If you receive a payment in error, we may reverse or seek return of the payment, and you agree to cooperate with us in our efforts to do this.
  13. Internet access services and other charges. You're responsible for paying the fees charged by your Internet access or Wi‑Fi provider. Those fees are in addition to the fees you pay us for the Services. If you access the Services through wireless devices (for example, phones and tablets), your wireless carrier may charge fees for alerts, web browsing, messaging, and other services that require the use of airtime and wireless data services. Check with your carrier to verify whether there are any such fees that may apply to you. You're solely responsible for any costs you incur to access the Services through any wireless or other communication service.
WE MAKE NO ADDITIONAL WARRANTY
EXCEPT IN CASES IN WHICH WE HAVE HIDDEN DEFECTS IN BAD FAITH OR DEFECTS HAVE RENDERED USE OF THE SERVICES IMPOSSIBLE, WE PROVIDE THE SERVICES “AS IS,” “WITH ALL FAULTS” AND “AS AVAILABLE.” WE DON'T GUARANTEE THE ACCURACY OR TIMELINESS OF INFORMATION AVAILABLE FROM THE SERVICES. YOU ACKNOWLEDGE AND AGREE THAT COMPUTER AND TELECOMMUNICATIONS SYSTEMS AREN'T FAULT-FREE AND THAT OCCASIONAL PERIODS OF DOWNTIME OCCUR. WE CAN'T GUARANTEE THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. WE AND OUR AFFILIATES, RESELLERS, DISTRIBUTORS, AND VENDORS GIVE NO EXPRESS WARRANTIES, GUARANTEES, OR CONDITIONS. YOU HAVE ALL WARRANTIES FORESEEN BY LAW, BUT WE GRANT NO OTHER WARRANTIES. WE EXCLUDE ANY IMPLIED WARRANTIES, INCLUDING THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, AND NON-INFRINGEMENT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Limitation of liability
1. Sentworks shall not be liable for any Content, including links to third-party websites, and activities provided by users. Such Content and activities are neither attributable to Sentworks or do they represent Sentworks' opinion.
2. Sentworks shall only be liable for slight negligence of Sentworks, its vicarious agents, and/or its legal representatives if material obligations of this Agreement have been violated. Material obligations cover any obligations which need to be fulfilled in order to properly perform this Agreement, which enable to reach the goals of this Agreement and where the users generally can assume that those obligations will be fulfilled according to the sense and the content of this Agreement.
3. Sentworks, its vicarious agents and/or its legal representatives shall not be liable for any unforeseeable damage, atypical damage and/or financial loss with respect to any indirect damage, including loss of profit, unless Sentworks, its vicarious agents and/or its legal representative have at least acted with gross negligence.
4. Any statutory no-fault liability of Sentworks, including, without limitation, liability under the product liability act and statutory liability for breach of warranty, shall remain unaffected by the limitation of liability. The same shall apply to liability of Sentworks, its vicarious agents and/or its legal representatives in the event of negligent injury to an individual's life, body, or health.
5. No other contractual and legal claims besides those covered in subsections 11.1 through 11.4 of this section 11 may result from this Agreement and/or the use of the services, apart from any contractual and/or legal liability of Sentworks for death and/or personal injury not previously covered in this section 11.
Third-party websites
You may be able to access third-party websites or services via the Services that aren't controlled or published by Sentworks. Sentworks isn't responsible for third-party websites, services, or material available through the Services. You're solely responsible for your dealings with third-parties (including advertisers). Your use of third-party websites or services may be subject to that third-party's terms and conditions.
Survival
Sections 6, 9 (for amounts incurred before the end of this Agreement), 10, 11, 12, 19, and those that by their terms will apply after it ends will survive any cancellation of this Agreement.
Assignment and transfer
We may assign, transfer, or otherwise dispose our rights and obligations under this Agreement, in whole or in part, so long as such assignment isn't to your detriment, at any time without notice.
Notices
This contract is in electronic form. We may send you, in electronic form, information about the Services, additional information, and information the law requires us to provide. We may provide required information to you by email to the address that you specified when you signed up for the Services or by access to a Sentworks website that we identify. We recommend you monitor and maintain the email address you specified. If you don't consent to receive notices electronically, you must stop using the Services. You may notify Sentworks as stated in customer support for the Services, as specified in section 22.
Contract interpretation
This is the entire Agreement between you and Sentworks for your use of the Services. It supersedes any prior agreements between you and Sentworks regarding your use of the Services. This Agreement's section titles are for reference only and have no legal effect. Separate or additional terms may apply when you use or pay for other Sentworks services than those governed by this Agreement.
No third-party beneficiaries
This Agreement is solely for your and our benefit. It isn't for the benefit of any other person, except for permitted successors and assigns.
Font components
You may use the fonts to display and print material only while using the Services. You may not circumvent any embedding restrictions in the fonts.
Support
Customer support for the product is available by email, contact information is available at https://sentworks.com/

NOTICES

Notices and procedure for making claims of intellectual property infringement. Sentworks respects the intellectual property rights of third parties. If you have claims of intellectual property infringement, including claims of copyright infringement, we recommend that you send such notice to Sentworks' designated agent. Sentworks uses the process set out in Title 17, United States Code, Section 512(c)(2) to respond to notices of copyright infringement. In appropriate circumstances, Sentworks may also disable or terminate accounts of users of Sentworks Services who may be repeat infringers.

Sentworks uses the process set out in Title 17, United States Code, Section 512(c)(2) to respond to notices of copyright infringement. In appropriate circumstances, Sentworks may also disable or terminate accounts of users of Sentworks services who may be repeat infringers.