Terms & Conditions
Last updated:
These Terms & Conditions ("Terms") govern your access to and use of consulting, training, monitoring, and software services provided by Sentido ("we", "us", or "our"). By purchasing or using our services, you agree to these Terms.
1. Scope of Services
We provide technology consulting, training (public and private), monitoring/observability setup, and software development or configuration services (collectively, the "Services"). The specific scope, deliverables, timeline, and fees will be detailed in an order form, statement of work (SOW), proposal, or checkout page (each an "Order"). If there is any conflict between an Order and these Terms, the Order controls.
2. Engagement Model & Deliverables
- Consulting: Time-and-materials or fixed-fee, as stated in the Order. We perform Services in a professional and workmanlike manner.
- Training: Instructor-led public workshops or private, customer-specific training. Materials are licensed (not sold) for your internal use unless the Order states otherwise.
- Monitoring/Observability: We can design, configure, and hand over runbooks and dashboards. Unless expressly agreed in writing, we do not provide 24/7 managed operations or incident response.
- Software/Code Deliverables: Custom scripts, templates, and code may be delivered. See Section 8 (Intellectual Property & License).
3. Your Responsibilities
- Provide timely access to relevant systems, environments, and personnel.
- Maintain proper backups and change controls. We are not responsible for data loss or service outages arising from your environment or third-party platforms.
- Ensure you have rights to provide any data you share with us and that doing so complies with applicable laws.
4. Fees, Invoicing & Payment
- Fees and payment schedule are stated in the Order. Unless otherwise specified, invoices are due within 14 days of the invoice date.
- Late amounts may accrue interest at 1.5% per month (or the maximum allowed by law, if lower).
- Expenses (e.g., travel, lodging, per diem, platform usage) are billable if pre-approved or specified in the Order.
- Fees are exclusive of taxes; you are responsible for any applicable sales, VAT, GST, or similar taxes.
5. Scheduling, Cancellations & Refunds
Public Training
- Participant cancellation ≥ 14 days before the event: 100% refund or free transfer to a future date (subject to availability).
- Participant cancellation 7-13 days prior: 50% refund or transfer with a 25% rebooking fee.
- Participant cancellation < 7 days: no refund; you may transfer your seat to another person at no charge.
- If we cancel or materially reschedule, you may choose a full refund or transfer to a future date. We are not responsible for your travel or other indirect costs.
Private Training & On-Site/Remote Consulting
- Rescheduling requests will be accommodated where possible. If received ≤ 7 days before the start date, a 25% rescheduling fee may apply.
- Cancellations ≥ 14 days before the start date receive a refund of fees not yet earned, less any non-refundable expenses. Cancellations < 14 days are non-refundable but may be credited toward a future engagement at our discretion.
6. Service Levels & Disclaimers
- Unless an Order specifies an SLA, Services are provided on a best-efforts basis without guaranteed response or resolution times.
- Third-party platforms (cloud, SaaS, libraries, open-source packages) are outside our control; their uptime, performance, and licensing terms apply.
7. Warranties & Remedies
- We warrant that we will perform the Services in a professional and workmanlike manner consistent with industry standards.
- For 30 days after delivery of a specific deliverable, we will correct material defects that make it fail to conform to the Order, provided you report them in writing with reasonable detail.
- EXCEPT AS EXPRESSLY STATED, THE SERVICES AND DELIVERABLES ARE PROVIDED "AS IS" AND WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
8. Intellectual Property & License
- Pre-existing IP: Each party retains ownership of materials, methods, tools, and code it owned before the engagement (including our frameworks, templates, and training materials).
- Deliverables: Upon full payment, you receive a perpetual, worldwide, non-exclusive license to use deliverables internally. Redistribution or resale requires our prior written consent.
- Open-source: Where deliverables incorporate open-source software, the applicable open-source licenses govern those components.
9. Confidentiality
Each party may use the other party's Confidential Information only to perform under these Terms and must protect it with at least reasonable care. This obligation does not apply to information that is public, independently developed, or rightfully obtained from a third party.
10. Data Protection
- We handle personal data as described in our Privacy Policy.
- Where we process personal data on your behalf, we act as a processor and will enter into a data processing agreement upon request.
- You are responsible for providing any required notices and obtaining any required consents from data subjects.
11. Publicity
We may reference your company name and logo in a customer list or light case study, unless you notify us in writing to opt out.
12. Limitation of Liability
- NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS, EVEN IF ADVISED OF THE POSSIBILITY.
- EXCEPT FOR YOUR PAYMENT OBLIGATIONS, A PARTY'S TOTAL LIABILITY UNDER THESE TERMS IS LIMITED TO THE AMOUNTS PAID OR PAYABLE FOR THE RELEVANT SERVICES IN THE 6 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.
13. Term & Termination
- These Terms apply to all Orders until terminated. Either party may terminate an Order for material breach if not cured within 30 days of written notice.
- Upon termination, you will pay for Services performed and expenses incurred up to the termination date. Sections intended to survive (including 7-14) will do so.
14. Miscellaneous
- Subcontractors: We may use qualified subcontractors; we remain responsible for their work.
- Compliance: You will not use the Services in violation of applicable laws, including export controls and sanctions.
- Force Majeure: Neither party is liable for delays due to events beyond reasonable control.
- Governing Law: Unless stated otherwise in the Order, these Terms are governed by the laws of England and Wales, and the courts of England have exclusive jurisdiction.
- Order of Precedence: If there is a conflict, an Order controls, then these Terms, then any ancillary policies referenced herein.
- Entire Agreement: These Terms plus any Orders constitute the entire agreement and supersede prior discussions.
- Amendments: Must be in writing and signed by both parties.
- Assignment: Neither party may assign without consent, except to an affiliate or in a merger/acquisition.
15. Contact
Sentido
Email: team@sentido.cloud
These Terms provide a general foundation and may be tailored in an Order or SOW to meet specific project needs.