Please read these Terms of Use (“Terms”) carefully. These Terms govern your access to and use of websites and mobile properties operated by Centific Global Solutions, Inc. (“Centific”, “we”, or “us”), including the website at www.centific.com (collectively, the “Service”). Your access to and use of the Service constitutes your acceptance of these Terms. If you do not accept these Terms, then you may not access or use the Service.

We may change these Terms on a going-forward basis at any time and in our sole discretion. If we make changes to these Terms, we may notify you of the changes. We will also update the “Last Updated” date at the top of these Terms.

You represent and warrant that you are at least 18 years old.

1. Privacy. Data collection and use, including data collection and use of personally identifiable information, is governed by Centific’s Privacy Policy, which is incorporated into and is a part of these Terms.

2. Ownership. We and our licensor(s), vendor(s), agent(s), and content provider(s) own all of the content featured or displayed on the Service, including text, graphics, photographs, images, moving images, sound, and illustrations (“Content”). All elements of the Service, including without limitation the general design and the Content, are protected by trade dress, copyright, moral rights, trademark, and other laws relating to intellectual property rights. You may not modify any Content and you may not copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any Content. You will not remove any copyright, trademark, or other proprietary notice from any material found on the Service. You are responsible for ensuring your use is permissible before reusing any Content. You shall comply with all applicable domestic and international laws, statutes, ordinances, and regulations regarding your use of the Service. The Service, Content, and all related rights remain the exclusive property of Centific or its licensors, vendors, agents, and/or Content providers unless otherwise expressly agreed, and are protected by U.S. and international copyright laws.

3. Restrictions. Except as expressly permitted herein, you may not reproduce, sell, resell, or otherwise exploit the Service or any part of it for any purpose without our express written consent. Additionally, you will not: (a) use the Service or any Content for any commercial purpose; (b) make derivative use of the Service or Content; (c) download or copy account information for the benefit of a third party; (d) collect and use any content, including product listings, descriptions, or prices; (e) use any robot, spider, scraper, or other automated means to access the Service for any purpose without our express written permission; (f) take any action that imposes, or may impose in our sole discretion, an unreasonable or disproportionately large load on our infrastructure; (g) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; (h) bypass any measures we may use to prevent or restrict access to the Service; or (i) use the Service or Content in connection with the training of machine learning or a neural network, deep learning or artificial intelligence system or software. Any unauthorized use automatically terminates the permissions and licenses granted to you by us.

4. Trademarks/No Endorsement. All trademarks, service marks and trade names of Centific used in the Service or the Content (including but not limited to: Centific name, Centific corporate logo, the Service name, the Service design, and any logos) (collectively “Marks”) are trademarks or registered trademarks of Centific or its affiliates, partners, vendors, or licensors in the United States or other countries. You may not use, copy, reproduce, republish, upload, post, transmit, distribute, or modify Marks in any way without our prior written consent.

5. Access License. Centific grants you a limited, revocable, non-exclusive, non-transferable license to access and use the Service. The Service may only be used for the intended purpose for which we make it available. We and our licensor(s) reserve all rights to the Service not expressly granted, whether by implication, estoppel, or otherwise.

6. Feedback. If you give to Centific any idea, proposal, suggestion, or feedback, including without limitation ideas for new products, technologies, promotions, product names, product feedback, and product improvements (“Feedback”), you give to Centific, without charge, royalties, or other obligation to you, the right to make, have made, and create derivative works from; use; share; and commercialize your Feedback in any way and for any purpose. Centific will treat any Feedback you provide to Centific as non-confidential and non-proprietary. You agree that you will not submit to Centific any information or ideas that you consider to be confidential or proprietary.

7. Third-Party Links. The Service may contain links to websites that we and our affiliates do not own, operate, or control. All such links are provided solely as a convenience to you. If you use these links, you will leave the Service. Neither we nor any of our affiliates are responsible for any content, materials, or other information located on or accessible from any other website. Neither we nor any of our affiliates endorse, guarantee, or make any representations or warranties regarding any other websites, or any content, materials, or other information located or accessible from any other websites, or the results that you may obtain from using any other websites. If you access any other websites linked to or from the Service, you do so entirely at your own risk.

8. Transactional Partners. We may promote the services of third parties (“Partners”) within the Service. In cases where you use Partner services, you are transacting directly with the Partner. When using these Partner services, you are bound by the Partner’s terms of service in addition to remaining bound by these Terms. If there is a conflict between these Terms and a Partner’s terms of service, the Partner’s terms of service will prevail with respect to the Partner’s services. We do not license any intellectual property to you as part of any Partner’s services and are not responsible or liable to you or others for information or services provided by any Partner.

9. Notification. If you gave us your email address or phone number in connection with your account, then we may send notifications to you via email or via SMS (text message), including to verify your identity before registering your mobile phone number. We may also send you notifications by other means (for example by in-product messages). Data or messaging rates may apply if you receive notifications via SMS.

10. Suspension and Termination. You or we may suspend or terminate your use of this Service at any time, for any reason or for no reason, with or without prior notice. We may also block your access to the Service in the event that (a) you breach these Terms; or (b) we believe that your actions may cause financial loss or legal liability for you, our users, or us.

11. AI-Generated Content. In connection with your access to and use of the Service, you may obtain output generated by generative AI technologies. You acknowledge that output generated by generative AI technologies is probabilistic and should be evaluated by you for accuracy as well as appropriateness of its intended purpose. Also, due to the nature of machine learning, output may not be unique across a group or set of objects and our generative AI technologies may generate the same or similar results for other users.

12. DISCLAIMERS. Your use of the Service is at your risk. THE CONTENT, INFORMATION, MATERIALS, AND SERVICES PROVIDED ON OR THROUGH THE SERVICE ARE PROVIDED “AS IS” WITHOUT ANY WARRANTIES OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY. NEITHER CENTIFIC NOR ANY OF ITS AFFILIATES WARRANT THE ACCURACY OR COMPLETENESS OF THE INFORMATION, MATERIALS, OR SERVICES PROVIDED ON OR THROUGH THE SERVICE. THE INFORMATION, MATERIALS, AND SERVICES PROVIDED ON OR THROUGH THE SERVICE MAY BE OUT-OF-DATE, AND NEITHER CENTIFIC, NOR ANY OF ITS AFFILIATES, MAKES ANY COMMITMENT OR ASSUMES ANY DUTY TO UPDATE SUCH INFORMATION, MATERIALS, OR SERVICES. THE FOREGOING EXCLUSIONS OF IMPLIED WARRANTIES DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW. PLEASE REFER TO YOUR LOCAL LAWS FOR ANY SUCH PROHIBITIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM CENTIFIC OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

13. LIMITATIONS OF LIABILITY. CENTIFIC DOES NOT ASSUME ANY RESPONSIBILITY, NOR WILL CENTIFIC BE LIABLE, FOR ANY DAMAGES TO YOUR COMPUTER, TELECOMMUNICATION EQUIPMENT, OR OTHER PROPERTY CAUSED BY OR ARISING FROM YOUR ACCESS TO, USE OF, OR BROWSING THIS SERVICE, OR YOUR DOWNLOADING OF ANY CONTENT FROM THIS SERVICE. IN NO EVENT WILL CENTIFIC, OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AFFILIATES, AGENTS, SUCCESSORS OR ASSIGNS, NOR ANY PARTY INVOLVED IN THE CREATION, PRODUCTION OR TRANSMISSION OF THE SERVICE, BE LIABLE TO YOU OR ANYONE ELSE FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION), WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATIONS OF LIABILITY DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW. PLEASE REFER TO YOUR LOCAL LAWS FOR ANY SUCH PROHIBITIONS.

    IN THE EVENT OF ANY PROBLEM WITH THE SERVICE OR ANY CONTENT, MATERIALS, INFORMATION, OR SERVICES CONTAINED ON ANY OR ALL OF THE SERVICE, YOU AGREE THAT YOUR SOLE REMEDY IS TO CEASE USING THE SERVICE. IN NO EVENT SHALL CENTIFIC’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE EXCEED THE GREATER OF (A) TWENTY-FIVE DOLLARS (US $25.00) OR (B) THE VALUE OF THE SERVICES PURCHASED OR TO WHICH YOU SUBSCRIBE THROUGH THE SERVICE.

    THESE LIMITATIONS AND EXCLUSIONS APPLY EVEN IF THIS REMEDY DOES NOT FULLY COMPENSATE YOU FOR ANY LOSSES OR FAILS OF ITS ESSENTIAL PURPOSE OR IF WE KNEW OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF THE DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THESE LIMITATIONS AND EXCLUSIONS APPLY TO ANYTHING OR ANY CLAIMS RELATED TO THESE TERMS OR THE SERVICE.

14. Indemnity. You will defend, indemnify, and hold Centific and any affiliated entity or individual harmless from any and all liabilities, costs, and expenses, including reasonable attorneys’ fees, related to or in connection with (a) the use of the Service; (b) your violation of any of these Terms; (c) your violation of any third-party right, including without limitation any right of privacy, publicity rights, or intellectual property rights; or (d) your violation of any law, rule, or regulation of the United States or any other country.

15. General. Any claim relating to, and the use of, this Service and the materials contained herein is governed by the laws of the State of Delaware. You consent to the exclusive jurisdiction of the state and federal courts located in Wilmington, Delaware. These Terms set forth the entire understanding and agreement between us with respect to the subject matter hereof. We do not guarantee continuous, uninterrupted or secure access to the Service, and operation of the Service may be interfered with by numerous factors outside of our control. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions will be enforced. You agree that these Terms and all incorporated agreements may be automatically assigned by Centific in our sole discretion. Headings are for reference purposes and have no interpretive value. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. All sections which by their context ought to survive these Terms will survive any termination or expiration of these Terms.

16. Additional Assistance. If you have any questions or comments, you may contact us at [insert email].

17. Copyright Notice. All design, graphics, text selections, arrangements, and software are Copyright © 2024, Centific Global Solutions, Inc. and its affiliates and licensors. ALL RIGHTS RESERVED.

Last Updated: April 2024