Terms of Service
CENTRIC LABS INC. — TERMS OF SERVICE
Last updated: May 20, 2025
1. Agreement
By accessing or using any website, application, or service offered by Centric Labs Inc. ("Centric," "we," or "our")—together, the "Services"—you ("you" or the "User") agree to these Terms of Service (the "Terms"). If you do not agree, do not use the Services.
2. Changes
We may update these Terms at any time and at our sole discretion. Updated Terms take effect immediately upon posting to the Services. You are responsible for reviewing the current version each time you access the Services; continued use constitutes acceptance of the revised Terms.
3. Eligibility
You must be ≥ 16 years of age (or the digital‑consent age in your jurisdiction) and legally able to contract. The Services are not intended for children.
4. Accounts & Security
You are responsible for all activity that occurs under your credentials and for keeping them confidential. Notify us immediately of unauthorized use.
5. Licence to You
We grant you a limited, non‑exclusive, non‑transferable, revocable licence to access and use the Services for your internal business or personal purposes, subject to these Terms. We reserve all other rights.
6. User Data & Content
Definitions
"User Content" means analyses, datasets, text, images, files, and any other materials you upload or create in the Services.
Ownership
You retain all right, title, and interest in your User Content.
Your Licence to Centric
You grant Centric a worldwide, royalty‑free licence to host, process, and use your User Content solely to (a) provide and secure the Services and (b) train and evaluate Centric's internal machine‑learning models. We will not disclose, share, or publicly display your User Content—or any brand identifiers it contains—without your prior written consent, except as required by law.
Deletion
Upon written request or account deletion, we will delete or anonymise User Content within a commercially reasonable period, except for backups retained for security or legal purposes.
7. Intellectual‑Property Rights
We own all intellectual‑property rights in and to the Services (software, UI/UX, documentation, etc.).
8. Prohibited Conduct
You may not (a) break the law, (b) infringe third‑party rights, (c) access the Services by automated or deceptive means, (d) reverse‑engineer or disrupt the Services, or (e) upload malicious code.
9. Confidentiality
Each party must keep the other party's non‑public information confidential and use it only to fulfil these Terms.
10. No Professional or Investment Advice
Information provided through the Services is for general informational purposes only and does not constitute financial, investment, legal, or other professional advice.
11. Disclaimer of Warranties
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, CENTRIC DISCLAIMS ALL WARRANTIES (EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE), INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON‑INFRINGEMENT, AND ERROR‑FREE OR UNINTERRUPTED OPERATION.
12. Limitation of Liability
(a) Indirect/Consequential Damages
We are not liable for any indirect, incidental, special, consequential, or punitive damages, or loss of profits, revenue, data, or goodwill.
(b) Cap
Centric's aggregate liability for all claims under these Terms is limited to the greater of (i) US $100 or (ii) the fees you paid us for the Services in the 12 months before the event giving rise to liability.
Some jurisdictions do not allow certain exclusions; where prohibited, this Section applies to the fullest extent permitted.
13. Indemnification
You will defend, indemnify, and hold harmless Centric and its affiliates from any claim arising out of (a) your use of the Services, (b) your User Content, or (c) your breach of these Terms.
14. Suspension & Termination
We may suspend or terminate access to the Services immediately if you breach these Terms, create security or legal exposure, or fail to pay fees (if any). Sections 6–17 survive termination.
15. Governing Law & Venue
These Terms are governed by the laws of the State of Delaware, USA, without regard‑of‑laws rules. The state and federal courts located in Delaware have exclusive jurisdiction, and you consent to their personal jurisdiction.
16. Export & Sanctions Compliance
You may not use or export the Services in violation of U.S. export‑control or sanctions laws.
17. General Provisions
Severability
If any provision is unenforceable, the rest remains in effect.
Force Majeure
Neither party is liable for events beyond its reasonable control.
Assignment
You may not assign these Terms without our written consent; we may assign without restriction.
Waiver
Failure to enforce any right is not a waiver of future enforcement.
Entire Agreement
These Terms constitute the entire agreement between you and Centric regarding the Services.
18. Contact
Centric Labs Inc. • 520 Broadway Suite 200 Santa Monica, CA 90401 • legal@centric.io