These Senial ASP — Terms & Conditions ("Terms") govern access to and use of the Senial ASP Autonomous Security Platform and related software, agents, cloud services, support, integrations, documentation, security automation, reporting, and associated services (collectively, the "Service") provided by Senial LLC ("Senial," "we," "us," or "our").
By executing an Order Form, purchasing a subscription, activating the Service, or accessing or using Senial ASP, the customer identified in the applicable Order Form or account ("Customer") agrees to be bound by these Terms. If an individual accepts these Terms on behalf of an organization, that individual represents that he or she has authority to bind that organization.
Authorized User. An employee, contractor, or other individual authorized by Customer to access the Service.
Managed Asset. A workstation, server, endpoint, system, account, application, or other supported asset enrolled in or monitored by the Service.
Customer Data. Data, content, configuration information, logs, telemetry, metadata, security events, and other information submitted to or collected through the Service from Customer's environment.
Autonomous Action. A security action executed automatically by Senial ASP within Customer-approved policies, permissions, thresholds, workflows, and guardrails.
Order Form. An ordering document, quote (cotización), proposal, statement of work, invoice, or other commercial document identifying the subscription, quantities, fees, term, or additional services agreed with Customer.
Documentation. Senial's then-current user, technical, operational, or product documentation made available for the Service.
Senial ASP is delivered as a software-as-a-service cybersecurity platform designed to provide security monitoring, asset visibility, vulnerability intelligence, security configuration assessment and hardening, patch-management capabilities, AI-assisted correlation and prioritization, threat intelligence, automated and autonomous response, management dashboards, reporting, and related security capabilities, as enabled for Customer's subscription and environment.
Features may depend on supported operating systems, third-party products, APIs, agents, permissions, licenses, network connectivity, and technical configuration. Senial may improve, modify, replace, or discontinue individual features provided that the overall material functionality of the subscribed Service is not materially reduced during the then-current subscription term, except where required for security, legal, regulatory, or third-party dependency reasons.
Subject to Customer's payment of applicable fees and compliance with these Terms, Senial grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the subscription term to access and use the Service for Customer's internal business and cybersecurity purposes.
Subscription quantities, Managed Asset counts, optional add-ons, subscription term, pricing, and any professional or implementation services will be specified in the applicable Order Form. Customer shall not knowingly exceed purchased quantities without Senial's authorization. Additional Managed Assets may be billed in accordance with the applicable Order Form or then-current commercial terms.
Customer is responsible for identifying Authorized Users, maintaining accurate account information, protecting credentials, configuring appropriate privileges, and promptly disabling access for individuals who no longer require it. Customer is responsible for activities performed through its accounts except to the extent caused by Senial's breach of these Terms.
Customer will promptly notify Senial of suspected unauthorized access to the Service and will reasonably cooperate in investigating and containing such access.
Customer is responsible for:
By enabling autonomous or automated response capabilities, Customer authorizes Senial ASP to execute security actions within the policies, configurations, permissions, thresholds, playbooks, and guardrails established or approved by Customer.
Depending on the capabilities enabled and the Customer environment, authorized actions may include isolating endpoints, blocking network communications, terminating processes, disabling or restricting accounts, applying approved security configuration changes, deploying approved patches, creating or updating security cases, collecting security or forensic information, notifying designated personnel, and performing other remediation actions expressly enabled by Customer.
Customer retains control over the authorization boundaries applicable to its environment. Customer may modify or disable eligible autonomous capabilities subject to the technical functionality of the Service. Customer acknowledges that disabling, delaying, limiting, or rejecting recommended actions may increase security exposure or reduce the effectiveness of the Service.
Where Customer has expressly enabled a playbook or policy permitting immediate action, Senial ASP may execute that action without additional human approval when the configured conditions are satisfied. Senial will use commercially reasonable measures to record material automated actions and associated evidence or system events where technically available.
The Service may use artificial intelligence, machine learning, analytics, rules, threat intelligence, heuristics, and other automated techniques to correlate events, prioritize risk, generate recommendations, create cases, identify anomalies, and support security actions.
AI-generated or automated outputs may contain errors, false positives, false negatives, incomplete information, or recommendations that are not appropriate for every environment. Customer remains responsible for defining its risk tolerance and authorization boundaries. Senial does not represent that AI-generated outputs are infallible or a substitute for Customer's legal, compliance, business, or risk-management judgment.
Vulnerability information may be derived from scanners, operating systems, software inventories, public vulnerability sources, threat intelligence, third-party services, and other available data. Vulnerability scores and prioritization are risk indicators and may change as new information becomes available.
Where patching, remediation, or configuration-hardening capabilities are enabled, Customer authorizes Senial ASP to perform only those activities permitted by the applicable Customer-approved policy or workflow. Customer is responsible for maintaining appropriate backups, testing requirements, maintenance windows, application compatibility procedures, and recovery plans for systems where changes may be applied.
Senial does not warrant that every vulnerability can be detected or remediated, that every patch will be available or compatible, or that remediation will not affect a third-party application, device, or business process.
Security scores, risk scores, dashboards, control mappings, compliance views, reports, recommendations, and similar outputs are informational security-management tools. Unless expressly stated in a separate written agreement, they do not constitute an audit, certification, attestation, legal opinion, or guarantee of compliance with any law, regulation, standard, framework, contractual obligation, or certification program.
Customer is responsible for determining the controls and requirements applicable to its organization and for obtaining independent professional or legal advice where appropriate.
As between the parties, Customer retains ownership of Customer Data. Customer grants Senial the limited rights necessary to host, transmit, access, analyze, process, reproduce, and otherwise use Customer Data to provide, secure, support, maintain, troubleshoot, and improve the Service in accordance with these Terms.
Senial ASP is designed primarily to collect and process technical and cybersecurity telemetry required to provide the Service. Such telemetry may include security events, alerts, vulnerability information, device and software inventory, system health information, configuration status, network and security metadata, remediation status, and other operational security information generated by supported security tools, integrations, and agents. The Service does not require access to the content of Customer business data as part of its normal operation. However, depending on the security tools, integrations, system configurations, and events being analyzed, collected telemetry may incidentally contain identifiers, metadata, or other information that Customer considers confidential or personal.
Communication between supported Customer devices and the Senial ASP platform is performed through authorized agents and integrations using encrypted communications, including TLS, over designated communication ports and protocols. These communications are used to securely transmit security telemetry, receive authorized instructions, and support the operation of the Service.
Senial follows a data-minimization approach and seeks to collect and process only the telemetry reasonably necessary to provide, secure, maintain, troubleshoot, and improve the Service. Security telemetry is generally derived from security and systems-management technologies and is not intended to collect the substantive content of Customer files, records, communications, or business transactions.
Customer Data and security telemetry may be hosted or processed in geographic locations used by Senial and its authorized infrastructure providers. The applicable hosting location may be identified in an Order Form, Data Processing Addendum, or other service documentation. Senial may migrate or change hosting providers or processing locations as part of its security, resilience, compliance, or infrastructure strategy, subject to applicable law and any express written data-residency commitment made to Customer.
Where Senial expressly commits in writing to a specific country or region for hosting or processing Customer Data, that commitment will apply only as stated in the applicable Order Form, Data Processing Addendum, or other written agreement. References in marketing materials to a hosting provider, cloud platform, or planned infrastructure location do not create a contractual data-residency commitment unless expressly incorporated into such an agreement.
Senial may use aggregated or de-identified information that does not reasonably identify Customer, an Authorized User, or an individual to operate, secure, analyze, benchmark, and improve its services, subject to applicable law and contractual restrictions.
Senial will not sell Customer Data. Senial will not use Customer Data to train a generally available artificial intelligence model in a manner that makes Customer's confidential information available to other customers, unless Customer expressly agrees otherwise in writing.
Senial will maintain commercially reasonable administrative, technical, and organizational safeguards designed to protect Customer Data under Senial's control against unauthorized access, use, alteration, or disclosure.
The Senial ASP service architecture may use infrastructure located outside the United States. Senial is actively evaluating and implementing infrastructure changes intended to enhance security, resilience, and compliance capabilities, including potential hosting within the United States. No specific hosting provider or migration date is guaranteed by these Terms unless expressly stated in a written agreement with Customer.
Each party will reasonably cooperate regarding material security incidents affecting Customer Data. Additional data-protection, security, incident-notification, or regulated-data requirements may be set forth in a Data Processing Addendum, Business Associate Agreement, Order Form, or other written agreement.
Where Senial processes personal data on behalf of Customer that is subject to the EU General Data Protection Regulation (GDPR) or the UK GDPR, Senial acts as a processor (or sub-processor) and Customer acts as the controller. The parties will, upon request, enter into a Data Processing Addendum (DPA) incorporating the required processing terms, including the Standard Contractual Clauses (SCCs) or UK International Data Transfer Agreement for lawful international transfers. Senial will process such personal data only on documented instructions from Customer, ensure persons authorized to process it are bound by confidentiality, and assist Customer, taking into account the nature of processing, with data-subject requests and security obligations to the extent applicable.
To the extent the California Consumer Privacy Act, as amended by the California Privacy Rights Act (collectively, "CCPA/CPRA"), or other U.S. state privacy laws apply, Senial acts as a "service provider" (or equivalent) and processes personal information only to perform the Service and for the business purposes permitted by such laws. Senial does not "sell" or "share" personal information as those terms are defined under such laws and will not retain, use, or disclose personal information outside the direct business relationship or for any purpose other than providing the Service, except as permitted by applicable law.
Where processing is subject to Brazil's Lei Geral de Proteção de Dados (LGPD), Canada's Personal Information Protection and Electronic Documents Act (PIPEDA), or other applicable data-protection laws, each party will comply with its respective obligations under such laws, and the parties will implement additional terms in a written addendum where reasonably required for compliance.
Each party may receive non-public information of the other party that is designated confidential or that reasonably should be understood to be confidential. The receiving party will use such information only to perform or exercise its rights under the parties' agreement and will protect it using reasonable care, but no less than the care it uses to protect similar confidential information of its own.
Confidentiality obligations do not apply to information that the receiving party can demonstrate was lawfully known without restriction, independently developed without use of the confidential information, lawfully received from a third party without confidentiality obligation, or publicly available through no breach of the agreement.
The Service may interoperate with third-party software, cloud platforms, endpoint products, APIs, identity providers, threat-intelligence sources, communications services, and other technologies. Customer authorizes Senial to interact with third-party products selected or configured by Customer as necessary to provide the Service.
Third-party products are governed by their respective terms and are outside Senial's control. Senial is not responsible for outages, defects, changes, security failures, licensing restrictions, or discontinued APIs of third-party products, except to the extent expressly assumed by Senial in writing.
Customer will not, and will not permit any third party to:
Customer will pay all fees specified in the applicable Order Form. Unless otherwise stated, fees are quoted in U.S. dollars and are exclusive of applicable taxes. Customer is responsible for applicable sales, use, excise, value-added, or similar transaction taxes, excluding taxes based on Senial's net income.
Pricing for workstations, servers, add-ons, implementation, or other services is provided as a tailored quote and specified in the applicable Order Form; it is intentionally not fixed by these Terms. The Service is not sold or paid for through the Senial website; pricing is arranged directly with the Senial team.
Except as required by law or expressly stated in an Order Form, fees paid are non-refundable. Senial may suspend access for materially overdue undisputed amounts after providing reasonable notice and an opportunity to cure.
Senial may modify its pricing, subscription fees, per-device rates, add-on fees, or other charges from time to time. Any pricing change will not affect Customer's fees during the then-current committed subscription term unless the change results from an increase in the number or type of Managed Assets, additional services or features requested by Customer, changes in applicable taxes or governmental charges, or as otherwise expressly agreed in writing.
Unless otherwise stated in an applicable Order Form, updated pricing will become effective upon Customer's next subscription renewal. Senial will provide reasonable advance notice of any material pricing increase applicable to a renewal term. Customer's continued use of the Service following renewal constitutes acceptance of the pricing applicable to the renewed subscription term.
For month-to-month subscriptions, Senial may modify applicable subscription pricing upon at least thirty (30) days' prior notice to Customer. Customer may cancel the affected subscription before the new pricing becomes effective in accordance with the applicable cancellation terms.
Any prices referenced in marketing materials, presentations, proposals, or other commercial communications are subject to change and do not constitute a binding price commitment until incorporated into an accepted quote or Order Form or other binding agreement.
Senial may consider changes in cloud infrastructure, third-party licensing, technology, security, support, and other operating costs when establishing future pricing. Unless otherwise expressly stated in an Order Form or required by law, such cost changes will not modify Customer's pricing during a then-current committed subscription term and may instead be reflected in pricing applicable to a subsequent renewal term.
Unless otherwise stated in the applicable Order Form, subscriptions designated as month-to-month are continuous subscriptions that renew on a monthly basis. Customer will be invoiced for each successive monthly subscription period in accordance with the applicable Order Form and the billing arrangement agreed with Senial. Month-to-month subscriptions do not require an annual commitment; however, cancellation requires at least thirty (30) days' prior notice.
Customer may cancel a month-to-month subscription by providing Senial with at least thirty (30) days' prior written notice through a cancellation method designated by Senial, which may include the Customer portal, a designated email address, or other authorized written communication. The Service will remain active during the applicable notice period, and Customer remains responsible for all subscription fees and other charges incurred through the effective cancellation date.
Cancellation will become effective upon expiration of the applicable thirty (30) day notice period. Depending on Customer's billing date, the notice period may extend into a subsequent monthly billing cycle, and Customer will remain responsible for charges applicable through the effective cancellation date.
Except where required by applicable law or expressly agreed by Senial in writing, subscription fees are non-refundable and Senial does not provide refunds or credits for partial months, unused subscription periods, unused Managed Assets, or Services not utilized by Customer before the effective cancellation date.
Upon the effective cancellation date, Customer's access to the Service and applicable Senial ASP functionality may be discontinued. Customer is responsible for completing any necessary transition, export, or other activities before termination of access, subject to the data return and retention provisions of these Terms.
Subscriptions purchased for an annual or other committed term will remain in effect for the applicable committed term and will be subject to the renewal and cancellation provisions stated in the applicable Order Form. Cancellation of a committed subscription before expiration does not relieve Customer of fees due for the committed term unless otherwise expressly agreed by Senial in writing.
Senial will use commercially reasonable efforts to make the hosted portions of the Service available, subject to planned maintenance, emergency maintenance, Internet or telecommunications failures, third-party dependencies, Customer systems, force majeure events, and other circumstances outside Senial's reasonable control.
Any binding availability commitment, service credit, response-time commitment, or support tier applies only if expressly stated in an applicable Service Level Agreement or Order Form.
Senial and its licensors retain all right, title, and interest in and to the Service, software, agents, Documentation, workflows, user interfaces, methodologies, models, designs, trademarks, technology, and all related intellectual property, excluding Customer Data.
If Customer provides suggestions or feedback concerning the Service, Customer grants Senial a worldwide, perpetual, irrevocable, royalty-free right to use such feedback without restriction or obligation, provided Senial does not identify Customer as the source without permission.
Customer is responsible for determining whether its use of the Service satisfies laws, regulations, contractual requirements, and industry standards applicable to Customer. Senial ASP may support Customer's security and compliance activities but does not, by itself, make Customer compliant with HIPAA, NIST, HITRUST, PCI DSS, ISO standards, or any other framework or legal requirement.
Senial ASP is not designed to collect clinical records or the substantive content of protected health information as part of its normal security-monitoring operation. Nevertheless, security logs, telemetry, identifiers, file paths, URLs, usernames, event metadata, or information generated by integrated security tools may incidentally contain information that qualifies as protected health information. If Senial will create, receive, maintain, or transmit protected health information on behalf of a HIPAA covered entity or business associate in a manner requiring a Business Associate Agreement, the parties must execute an applicable BAA before such processing.
Customer acknowledges that no cybersecurity technology, service, artificial intelligence system, monitoring platform, or security control can guarantee detection, prevention, containment, or remediation of every threat, vulnerability, compromise, data loss event, or security incident. Senial ASP is designed to reduce cybersecurity risk and improve security visibility, prioritization, response, resilience, and operational efficiency, but Senial does not guarantee that Customer's environment will be free from vulnerabilities, attacks, compromises, outages, data loss, or other security events.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR ANY EXPRESS WARRANTY IN AN ORDER FORM OR OTHER SIGNED AGREEMENT, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." SENIAL DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. SENIAL DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR CAPABLE OF DETECTING OR REMEDIATING EVERY SECURITY CONDITION.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY WILL BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
EXCEPT FOR LIABILITY THAT CANNOT LAWFULLY BE LIMITED, AND SUBJECT TO ANY DIFFERENT LIMIT EXPRESSLY STATED IN A SIGNED ORDER FORM, DPA, BAA, OR OTHER AGREEMENT, EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO SENIAL FOR THE AFFECTED SERVICE DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
The parties acknowledge that the limitations in this Section are an essential basis of the bargain.
Each party will defend and indemnify the other party against third-party claims to the extent arising from its own unlawful conduct, gross negligence, willful misconduct, or material violation of third-party intellectual property rights, subject to prompt notice, reasonable cooperation, and control of the defense by the indemnifying party.
Customer will additionally defend and indemnify Senial against third-party claims arising from Customer's use of the Service against systems or data for which Customer lacked lawful authorization, or from Customer instructions that require Senial to violate applicable law. Any additional or different indemnification obligations must be expressly stated in a signed agreement.
Senial may temporarily suspend access to all or part of the Service when reasonably necessary to address a material security threat, unlawful use, material breach of these Terms, non-payment of undisputed fees, or a condition that creates a material risk to Senial, Customer, other customers, or third parties. Where practicable, Senial will provide advance notice and will restore access after the underlying condition has been resolved.
Either party may terminate the applicable agreement for material breach if the breaching party fails to cure the breach within thirty (30) days after written notice, or sooner if the breach is incapable of cure. Either party may terminate immediately where required by law or if the other party becomes subject to insolvency or similar proceedings, subject to applicable law.
Upon expiration or termination, Customer's right to access and use the Service ends except for any agreed transition period. Upon written request made within the period specified in the applicable Order Form, DPA, or Senial's then-current data-retention process, Senial will make available a reasonable export of Customer Data that is ordinarily exportable from the Service.
After applicable retention periods expire, Senial may delete Customer Data from active systems, subject to legal obligations, security requirements, backup cycles, dispute preservation, and applicable written agreements.
These Terms, and any dispute or claim arising out of or relating to them or the Service, are governed by the laws of the Commonwealth of Puerto Rico and the applicable federal laws of the United States, without regard to conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Binding Arbitration. Except as provided below, any dispute, claim, or controversy arising out of or relating to these Terms or the Service that cannot be resolved through good-faith negotiation will be finally resolved by binding arbitration administered in San Juan, Puerto Rico, in the English language, before a single arbitrator, in accordance with the applicable commercial arbitration rules. Judgment on the award may be entered in any court of competent jurisdiction.
Class-Action Waiver. To the maximum extent permitted by applicable law, disputes will be conducted only on an individual basis and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding. The arbitrator may not consolidate more than one party's claims and may not preside over any form of class or representative proceeding.
Exceptions. Either party may (i) bring an individual claim in a small-claims court of competent jurisdiction, and (ii) seek injunctive or equitable relief in a court of competent jurisdiction to protect its intellectual property, confidential information, or security, without waiving the arbitration provisions above. To the extent any dispute is not subject to arbitration, the parties submit to the exclusive jurisdiction of the courts located in San Juan, Puerto Rico.
Senial may update these Terms from time to time to reflect changes in the Service, law, security requirements, or business practices. For material changes affecting an active subscription, Senial will provide reasonable notice through the Service, email, website, or another appropriate method. Unless required earlier by law or security necessity, material changes will ordinarily apply at renewal or as otherwise stated in the notice.
Neither party may assign its rights or obligations under these Terms without the other party's prior written consent, except in connection with a merger, reorganization, acquisition, or sale of substantially all relevant assets, provided the successor assumes the applicable obligations. Neither party is liable for delay or failure caused by circumstances beyond its reasonable control.
The parties are independent contractors. These Terms do not create a partnership, joint venture, fiduciary relationship, franchise, or employment relationship. If any provision is unenforceable, it will be modified to the minimum extent necessary and the remaining provisions will remain in effect. Failure to enforce a provision is not a waiver.
The applicable Order Form, these Terms, and any expressly incorporated SLA, DPA, BAA, or other signed addendum constitute the agreement concerning the Service and supersede prior or contemporaneous discussions regarding the same subject matter. In the event of a conflict, a signed Order Form or addendum will control only to the extent it expressly states that it overrides these Terms.
Contractual notices must be delivered using the contact information stated in the applicable Order Form or by another written method designated by the receiving party. Operational and service notices may be delivered electronically through the Service or to Customer's designated administrative contact.
Senial LLC
Website: www.senial.com
Email: sales@senial.com
By signing an Order Form or accepted quote that references these Terms, or otherwise activating and using the Service after being presented with these Terms, Customer acknowledges that it has read, understood, and agrees to be bound by the Senial ASP — Terms & Conditions.