Terms of Use

01 Agreement

These Terms of Use, together with any order form, statement of work, policy, or other agreement that expressly incorporates them, form a binding agreement between you and Senthos Inc. ("Senthos," "we," "us," or "our"). By accessing or using the Services, you agree to these Terms. If you use the Services for an organization, you represent that you have authority to bind that organization, and "you" includes that organization.

If a separately signed agreement conflicts with these Terms, the separately signed agreement controls for the subject matter of that conflict. If you do not agree to these Terms, do not use the Services.

Our Privacy Notice explains how we collect, use, retain, and disclose personal information in connection with the Services.

02 Services

"Services" means the Senthos websites, hosted applications, software, documentation, data products, models, analytics, simulations, risk and margin tools, quote workflows, order-staging tools, and any APIs, SDKs, or related support that we make available from time to time.

The Services are institutional software and information tools. They are not an exchange, clearing system, custodian, brokerage service, investment adviser, or fiduciary service. Senthos does not hold customer funds through the Services. Features labeled demo, preview, simulated, indicative, model, staged, or non-executable are for evaluation and decision support only.

03 Eligibility and compliance

You must be legally capable of entering into this agreement and may use the Services only where lawful. You are responsible for complying with laws, venue rules, contractual restrictions, sanctions, export controls, market-conduct requirements, and internal policies that apply to you.

We may request information reasonably necessary to verify identity, authority, entity status, beneficial ownership, source of funds, sanctions exposure, or other compliance matters before granting or continuing access. We may use qualified third parties for these checks and may refuse or restrict access where verification is incomplete or risk is unacceptable.

04 Accounts and credentials

You must provide accurate account information, protect your sign-in credentials, and promptly notify us of suspected unauthorized access. You are responsible for activity conducted through your account and for ensuring that each person who uses it is authorized.

Where the Services permit a venue or data connection, provide only the minimum read-only credentials required by the connection screen. Unless a separately enabled workflow expressly requires and identifies another permission, do not provide withdrawal, transfer, trading, account-administration, or similarly privileged credentials. You represent that you have authority to connect each account and to permit the requested data access.

We may encrypt and store connection material to provide the requested service. You remain responsible for the security settings of third-party accounts and may revoke connected credentials with the relevant provider at any time.

05 Data and model outputs

The Services may display venue quotes, order books, positions, market definitions, settlement information, external observations, derived marks, confidence bands, covariance estimates, forecasts, simulations, and other model outputs. Some information is supplied by you or by third parties and may be delayed, incomplete, inconsistent, or incorrect.

Model marks, fair-value ranges, confidence bands, sensitivities, scenarios, backtests, and similar outputs are estimates, not executable prices or promises of future performance. You must independently review market definitions, resolution sources, position data, assumptions, liquidity, and suitability before acting. The Services do not provide legal, tax, accounting, or investment advice.

You retain ownership of data you submit. You grant Senthos a limited right to process that data to provide, secure, support, and improve the Services. We may use aggregated or de-identified operational information that does not reasonably identify you or disclose your confidential positions.

06 Execution workflows

A feature that displays an order ticket, algorithm, RFQ, block trade, financing term, or execution schedule does not by itself transmit or execute a transaction. A workflow is executable only when the interface clearly identifies it as live, you have enabled the required permissions, and you provide the required confirmation.

For any enabled transmission, you authorize Senthos to communicate the instruction you submit to the identified third party. You are responsible for reviewing the market, side, price, quantity, limits, account, counterparty, and other terms. Senthos does not guarantee acceptance, fill, settlement, timing, price, liquidity, or counterparty performance.

07 Acceptable use

You may not use the Services to:

• violate law, sanctions, venue rules, or third-party rights;
• engage in fraud, market manipulation, wash trading, collusion, spoofing, or deceptive conduct;
• access another person's account or data without authorization;
• probe, disrupt, overload, bypass, or defeat security, access, or usage controls;
• introduce malicious code or use the Services to harm a system, market, or person;
• scrape, copy, resell, sublicense, benchmark for publication, or build a competing service from protected portions of the Services except as expressly permitted in writing; or
• misrepresent the source, reliability, or executability of a Senthos output.

Reasonable use of published APIs is permitted in accordance with their documentation, credentials, rate limits, and any applicable order form.

08 Third-party services

The Services may interoperate with venues, data providers, cloud services, identity providers, communication networks, and other third parties. Your use of a third-party service remains subject to that party's terms, fees, availability, and policies. Senthos does not control and is not responsible for third-party systems, data, decisions, outages, security, or performance.

09 Ownership

Senthos and its licensors retain all rights in the Services, including software, models, interfaces, documentation, designs, and proprietary data. Subject to these Terms and any applicable order form, Senthos grants you a limited, revocable, non-exclusive, non-transferable right to use the Services for your internal business purposes.

Feedback is voluntary. If you provide feedback, you grant Senthos a perpetual, worldwide right to use it without restriction or compensation, provided we do not identify you as its source without permission.

10 Confidentiality

Non-public product information, credentials, security materials, pricing, models, and business information disclosed by either party and reasonably understood to be confidential must be protected with reasonable care and used only for the parties' relationship. This obligation does not cover information that is public through no breach, already lawfully known, independently developed, or lawfully received without restriction.

A party may disclose confidential information where legally required after providing notice when permitted. Separately signed confidentiality terms control if they conflict with this section.

11 Fees and taxes

Fees, billing terms, usage limits, and payment obligations are set out in an applicable order form or presented before purchase. Unless stated otherwise, fees are non-refundable and exclude taxes. You are responsible for applicable taxes other than taxes based on Senthos's net income.

12 Beta services

Preview, pilot, evaluation, and beta features may be changed, limited, suspended, or withdrawn at any time. They may contain errors, use simulated or incomplete data, and are not intended for production reliance unless we agree otherwise in writing. You will use them with appropriate controls, independent verification, and backups.

13 Disclaimers

To the maximum extent permitted by law, the Services are provided "as is" and "as available." Senthos disclaims all express, implied, and statutory warranties, including warranties of accuracy, availability, merchantability, fitness for a particular purpose, title, and non-infringement. Senthos does not warrant that the Services or any data or output will be complete, current, uninterrupted, secure, error-free, or suitable as the sole basis for a trading, risk, capital, compliance, or business decision.

14 Limitation of liability

To the maximum extent permitted by law, neither Senthos nor its affiliates, officers, directors, employees, agents, or licensors will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, revenue, business, opportunity, goodwill, data, positions, or trading value, arising from or related to the Services, even if advised of the possibility.

To the maximum extent permitted by law, the aggregate liability of Senthos and the foregoing parties for all claims arising from or related to the Services will not exceed the amount you paid Senthos for the Services during the twelve months before the event giving rise to liability, or one hundred U.S. dollars if you paid nothing. These limits do not apply where liability cannot lawfully be limited.

15 Indemnity

You will defend, indemnify, and hold harmless Senthos and its affiliates, officers, directors, employees, and agents from third-party claims, losses, liabilities, and reasonable legal fees arising from your unlawful use of the Services, your breach of these Terms, your data or instructions, or your violation of third-party rights. Senthos will provide reasonable notice and cooperation, and you may not settle a claim in a manner that admits fault by or imposes obligations on Senthos without written consent.

16 Suspension and termination

You may stop using the Services at any time. Senthos may suspend or terminate access where reasonably necessary to address security, legal, compliance, payment, misuse, third-party, or operational risk, or where you materially breach these Terms. Provisions that by their nature should survive will survive, including ownership, confidentiality, disclaimers, liability limits, indemnity, and governing law.

17 Governing law

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. The state and federal courts located in Delaware will have exclusive jurisdiction over disputes arising from or related to these Terms or the Services, and each party consents to those courts.

18 General terms

Senthos may update these Terms by posting a revised version and changing the effective date. Material changes apply prospectively. Your continued use after an update becomes effective constitutes acceptance. Neither party may assign these Terms without the other party's consent, except that Senthos may assign them in connection with a merger, reorganization, financing, or sale of all or substantially all of the relevant business or assets.

If a provision is unenforceable, it will be limited to the minimum extent necessary and the remaining provisions will remain effective. Failure to enforce a provision is not a waiver. These Terms and incorporated agreements are the entire agreement concerning the Services and do not create a partnership, joint venture, agency, fiduciary, or employment relationship.