Terms of Service

1.1 "Affiliate"

Any entity that directly or indirectly controls, is controlled by, or is under common control with Customer. "Control" means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.

1.2 "App"

Our web application known as SenseLab, accessible at app.raia.live and any successor URLs.

1.3 "Customer Data"

Any code, metadata, pipeline signals, deployment records, runtime telemetry, and any other works of authorship or data submitted or otherwise transmitted by Customer to the Services.

1.4 "Feedback"

Any suggestions, improvements, or modifications made by Customer or its Users to the Services, SenseLab's Confidential Information, or any embodiments thereof.

1.5 "Intellectual Property Rights"

All patents, registered designs, unregistered designs, design rights, database rights, copyright and other similar statutory rights, trade marks, service marks, and any know-how relating to algorithms, methods, and processes, including applications for any of the preceding rights, in each case in any part of the world.

1.6 "Order Form"

An ordering document submitted in person or online specifying, among other things, the maximum number of Users, the initial Term, applicable fees, and such other terms as agreed by the Parties.

1.7 "Output"

Any lineage records, AI attribution data, risk scores, SBOMs, AIBOMs, evidence packs, or other analysis generated via the Services in response to Customer Data.

1.8 "Services"

SenseLab's proprietary software supply chain intelligence platform that captures AI authorship, generates lineage records, produces artifact provenance, and connects code changes to runtime impact, including the App, API, any related software, content, functionality, and services.

1.9 "Users"

Employees and contractors that Customer authorizes to use the Services.

2.1 Grant

Subject to the terms and conditions of this Agreement, SenseLab grants to Customer a worldwide, non-exclusive, non-sublicensable, and non-transferable right to access and use the Services during the Term solely for Customer's internal business purposes. SenseLab may modify the Services from time to time in its sole discretion, provided modifications do not materially diminish the functionality of the Services.

2.2 Free Trials

Any Services provided at no charge ('Free Trial') are subject to this Agreement. SenseLab reserves the right to modify or cancel any Free Trial at any time without notice. Free Trials are provided without any representations, warranties, support, or SLAs.

2.3 No Other Rights

No other rights or licenses are granted by SenseLab, whether by implication, estoppel, or otherwise. All rights not expressly granted herein are reserved by SenseLab.

3.1 Customer Accounts

To use the Services, Customer must register for a SenseLab account. Customer is responsible for maintaining the security and confidentiality of its account credentials. Customer is solely responsible for all activities that occur under its account.

3.2 Third-Party Integrations

The Services integrate with third-party code repositories and developer tools (including GitHub, GitLab, Bitbucket, and Azure DevOps). By connecting such accounts, Customer authorizes SenseLab to access them to provide the Services. SenseLab does not have any responsibility for Customer's ability to utilize third-party accounts.

3.3 AI Providers

SenseLab's Services use large language models via API integrations. Customer's proprietary code remains confidential with SenseLab. Where code is processed by AI providers, SenseLab maintains zero data retention agreements — Customer's code is not used to train any AI models by SenseLab or any AI provider.

4.1 Responsibilities

Customer agrees to use the Services only in accordance with this Agreement and in compliance with all applicable laws, rules, and regulations, including all applicable export control, sanctions, and anti-boycott laws. Customer shall be responsible for Users' use of the Services and any breach by a User shall be deemed a breach by Customer.

4.2 Limitations

Customer and its Users shall not: (i) use the Services to infringe or misappropriate the rights of any third party; (ii) decompile, disassemble, or reverse engineer the Services; (iii) copy, modify, or create derivative works of the Services; (iv) use the Services to develop competing products or services; (v) attempt to circumvent any security controls; (vi) use automated systems to extract data from the Services; or (vii) introduce malware or other harmful code.

5.1 Term

The initial Term of this Agreement is as specified in the Order Form. Each Order Form shall automatically renew for a renewal Term equal to the expiring Term, unless either party provides at least 45 days' prior written notice of non-renewal.

5.2 Termination for Cause

Either party may terminate this Agreement for cause: (i) if the other party materially breaches this Agreement and fails to cure within 30 days of written notice; or (ii) immediately if the other party becomes subject to insolvency proceedings. Upon termination for cause by Customer, SenseLab shall refund any prepaid, unused fees for the remaining Term.

5.3 Termination by SenseLab

SenseLab may suspend or terminate access to the Services: (i) to avoid harm to SenseLab or any third party; (ii) upon 30 days' notice for Customer's failure to pay fees; or (iii) upon request of law enforcement or government agencies.

5.4 Effect of Termination

Upon termination, Customer shall immediately discontinue use of the Services. Customer is solely responsible for retaining copies of Customer Data prior to termination. No expiration or termination will affect Customer's obligation to pay all fees due, except as expressly stated in Section 5.2.

6.1 SenseLab IP

SenseLab alone, and where applicable its licensors, retains all Intellectual Property Rights relating to the Services and any Feedback, which is hereby assigned to SenseLab.

6.2 Customer IP

Customer retains all right, title, and interest in Customer Data. Subject to Customer's compliance with this Agreement, SenseLab assigns to Customer all rights, title, and interest (if any) in and to the Output generated for Customer. SenseLab may use Output to provide, maintain, and improve the Services and to comply with applicable law.

7.1 Definition

"Confidential Information" means information disclosed by one party to the other that is identified as confidential or should reasonably be understood to be confidential. SenseLab's software, pricing, and the terms of this Agreement are SenseLab's Confidential Information. Customer Data and Output are Customer's Confidential Information.

7.2 Use

Each party will use the other's Confidential Information only to perform its obligations under this Agreement and will protect it with at least the same degree of care used for its own confidential information, but no less than reasonable care.

7.3 Data Protection

Use of the Services may involve transmission of personal information governed by SenseLab's Privacy Policy at https://sense-lab.ai/privacy. SenseLab maintains an industry-standard security program with technical and organizational measures designed to protect Customer Data.

8.1 Payments

Customer agrees to pay SenseLab the fees set forth in all Order Forms. Fees are based on the total number of developer seats or other metrics specified in the Order Form. SenseLab may update fees with reasonable prior notice; changes take effect at the start of the next billing cycle.

8.2 Taxes

Customer will pay all applicable taxes, excluding taxes based on SenseLab's income. If Customer is required to withhold taxes, Customer will pay SenseLab additional amounts to ensure SenseLab receives the full amount owed.

9.1 Limited Warranty

SenseLab warrants that the Services will perform materially in accordance with SenseLab's published documentation for a period of 30 days after the Services are first made available to Customer. Customer's sole remedy for breach of this warranty is correction of the non-conformity or, at SenseLab's option, a refund of prepaid fees.

9.2 Disclaimers

EXCEPT AS EXPRESSLY STATED IN SECTION 9.1, SENSELAB PROVIDES THE SERVICES 'AS IS' AND 'AS AVAILABLE' WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE SERVICES MAY USE ARTIFICIAL INTELLIGENCE AND ARE SUBJECT TO UNEXPECTED OR INACCURATE OUTPUTS. SENSELAB IS NOT LIABLE FOR ANY ERRORS OR OMISSIONS IN OUTPUT.

10.1 By Customer

Customer agrees to indemnify and hold SenseLab harmless from any claim arising out of: (i) infringement by Customer of any third party's intellectual property rights; or (ii) Customer Data.

10.2 By SenseLab

SenseLab agrees to indemnify Customer from any claim by a third party alleging that the Services infringe any patent, copyright, or trade secret. If the Services are held infringing, SenseLab may, at its option: replace or modify the Services, obtain a license for continued use, or terminate and refund prepaid fees.

11.1 Consequential Damages Waiver

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2 Liability Cap

TO THE FULLEST EXTENT PERMITTED BY LAW, SENSELAB'S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF THIS AGREEMENT WILL NOT EXCEED THE AMOUNT CUSTOMER PAID SENSELAB IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

This Agreement is governed by the laws of the State of California without reference to conflict of law rules. The federal, state, and local courts in San Francisco, California have exclusive jurisdiction over all actions arising hereunder. Neither party may assign this Agreement without the other's prior written consent, except in connection with a merger, acquisition, or sale of substantially all assets. This Agreement is the entire agreement between the parties and supersedes all prior agreements concerning its subject matter. If any provision is held invalid, it will be revised as necessary, and the remainder of the Agreement will survive unaffected.

Questions about these Terms of Service should be directed to: SenseLab, Inc. Email: legal@sense-lab.ai Website: https://sense-lab.ai