Terms & Conditions

These Terms and Conditions of Use govern your access to and use of the services provided by Cension AB.

1. Introduction

These Terms and Conditions of Use (“Terms”) govern your access to and use of the services provided by Cension AB a company duly registered under the laws of Sweden with the organization number 559470-4768 and located at Rådmansgatan 80A, Stockholm, Sweden including its subsidiaries (hereafter referred to as “Cension” “we” “us” or “our”).

These Terms apply to all our services including our website, online applications, platforms and related technologies (hereafter collectively referred to as the “Service” or “Services”).

By accessing or using the Service, you accept these Terms in full and without reservation. Your use of the Service constitutes your agreement to be bound by these Terms which establishes a contractual relationship between you and Cension. If you do not agree to these Terms, you are not authorized to access or use the Service.

We reserve the right to modify these Terms at any time. Any changes will be effective immediately upon posting on the Service and we will aim to notify you of such changes via email. It is your responsibility to regularly review these Terms to stay informed of any updates. Your continued access to and/or use of the Service following any amendments indicates your acceptance of the revised Terms.

IF YOU DO NOT AGREE TO THE TERMS INCLUDING ANY CHANGES OR TO ANY OF THE POLICIES OR GUIDELINES ASSOCIATED WITH THE SERVICE, YOU SHOULD DISCONTINUE USING THE SERVICE IMMEDIATELY.

2. Use of the Service

2.1 Account Creation and Responsibility

To utilize the Service, you must create a user account (“Account”). Upon registration, you may be provided with a user identification code, password or other security information. It is your responsibility to treat such information as confidential and not disclose it to any third party. User accounts are personal and individual, and sharing an account with others is not permitted. Cension reserves the right to disable any user identification code or password at our discretion if we believe you have failed to comply with any of the provisions of these Terms.

2.2 Business Use

If you are subscribing to the Service on behalf of a business, you represent that you have the authority to legally bind that business to these Terms. Acceptance of these Terms by you is considered acceptance by the business. Cension may seek your consent to use your business’s name or logo for promotional purposes.

2.3 Age Restrictions

Individuals under the age of 13 are prohibited from using the Service. In regions where it is permitted by law, minors may use the Service under the supervision of a parent or legal guardian. The parent or guardian must establish the account or approve its creation. By allowing a minor to use the Service, you accept these Terms on behalf of yourself and the minor and you agree to be responsible for the minor’s use of the Service.

2.4 License to Use

Subject to your compliance with these Terms, Cension grants you a limited, revocable, non-exclusive, non-assignable, non-sublicensable right to access and use the Service in the manner intended under these Terms and applicable law. No other rights are granted either implicitly or otherwise.

2.5 Prohibited Use

In using the Service you must not:

• Engage in behavior that is harmful, threatening or harassing towards any person, organization or Cension;
• Damage, disable, overburden or impair the Service;
• Resell or redistribute any part of the Service or access to it, including the sale or purchase of an Account without our express written consent;
• Use unauthorized means to modify, reroute or gain access to the Service;
• Utilize automated processes (like bots or spiders) to access or use the Service, perform actions within the Service, or copy or scrape data from the Service;
• Attempt to obtain any data from the Service that is not intentionally made available to you by us.

Violation of these terms may result in suspension or termination of your account and legal action where necessary.

2.6 Changes to the Service

Cension reserves the right to make changes, modifications or enhancements to the Service at any time. We will endeavor to notify users of significant changes but are not obligated to do so.

3. User Content and Conduct

3.1 Content Submission and Rights

By using Cension’s Service, you as the User grant Cension AB a worldwide, irrevocable, non-exclusive, royalty-free license to use, process and enhance all material (referred to as “User Content”) you upload, post or otherwise provide to the Service. This includes but is not limited to text, images, metadata and other visual or descriptive material. The primary purpose of this license is to allow Cension to utilize advanced AI and machine learning techniques to optimize and create new product metadata. This process aims to provide a range of benefits such as enhancing digital content management and search engine effectiveness among other potential advantages for you and other users using our service.

3.2 Data Processing and Third-Party Sharing

Cension AB engages with third-party AI platforms such as OpenAI and Gemini from Google for the processing and refinement of User Content. We are committed to partnering with third-party providers who uphold stringent data privacy and security standards. This collaboration may necessitate the transfer of your User Content beyond your country of residence. In such instances, Cension AB strictly adheres to international data protection laws and regulations to ensure the security and privacy of your information.

Please note that while OpenAI and Gemini from Google are among the platforms we utilize, our use of third-party services is not limited to these entities. We continuously seek to collaborate with various advanced AI and machine learning platforms to enhance our service offerings while maintaining our commitment to data privacy and security.

3.3 Ownership and Responsibility

Cension AB does not claim ownership of the original User Content you provide. However, the proprietary machine learning algorithms and AI models developed and trained using your metadata are the intellectual property of Cension AB. These models, integral to our service, facilitate the creation of enhanced metadata. While the newly generated or derivative metadata remains your property, the underlying technology, methodologies, and processes developed and used by Cension AB are protected as our intellectual property. You are responsible for ensuring that you have all necessary rights and permissions for any User Content you provide and that its use by Cension as described herein does not infringe on any third-party rights.

3.4 Content Standards and Compliance

User Content must comply with all applicable laws and regulations. It must not contain or promote illegal activities or infringe on the rights of others including intellectual property rights. Cension AB reserves the right to review and remove any User Content that violates these standards.

3.5 Indemnification

By submitting User Content, you agree to indemnify and hold harmless Cension AB against any claims or legal actions arising from copyright infringement, data privacy breaches or other violations related to the User Content you provide.

3.6 Removal and Backup of User Content

Cension AB reserves the right to remove User Content from the Service for any reason including but not limited to content that exceeds subscription limits or breaches these Terms. You are responsible for maintaining backup copies of your User Content. Cension AB is not responsible for returning or restoring User Content once it is removed or if your account is suspended or cancelled.

3.7 Product and Service Representation

Cension AB is not responsible for any products or services that are represented or described within the User Content. Any transactions or interactions concerning such products or services are solely between you and the relevant third parties.

4. Intellectual Property Rights

4.1 Ownership and Use of Service Material

All information, data, text, software, graphics, designs, logos, images, audiovisual content, features and other materials accessible through the Service (collectively “Service Material”) are protected by copyright, trademarks, patents and other intellectual property rights. These are either owned by or licensed to Cension AB or used by Cension AB as permitted under applicable law. Except as explicitly stated in these Terms, nothing should be construed as granting any license or right to use the Service Material without explicit permission from Cension AB or the respective intellectual property rights holder.

4.2 Restrictions on Use

You agree not to download, cache, reproduce, modify, distribute or otherwise use any Service Material without explicit authorization from Cension AB or the respective rights holder. This includes any unauthorized use of trademarks, service marks, brand names, logos, patents or other proprietary rights featured in the Service.

4.3 Proprietary Rights

Cension AB retains all proprietary rights to the Service, including associated intellectual property such as copyrights, trademarks, service marks, trade names, logos, patents, algorithms used in our AI processing and any other proprietary rights under law. The use of any of these proprietary elements of the Service without consent from Cension AB or respective intellectual property rights owners is strictly prohibited.

4.4 Communications Consent

By using the Service, you consent to receive periodic newsletters, alerts, promotional and other emails from Cension AB. We will ensure that these communications comply with applicable laws and you will have the option to unsubscribe from such communications at any time through the Service or as directed in the communications themselves.

5. Payment and Subscription Terms

5.1 Subscription Tiers and Tokens

Cension AB offers various subscription tiers, each providing a specific number of tokens which represent the quantity of products you can optimize through our Service. The amount of products you can optimize differs depending on what features you are using. The details of each tier, including the number of tokens and respective prices are available on our website.

5.2 Billing and Payment Method

To access the paid functionalities of our Service, you will be required to provide a valid payment method at the time of subscribing. You must keep your billing information updated at all times. We will bill you in advance on a recurring basis according to your chosen subscription tier. Your subscription to our Service is subject to automatic renewal each billing period unless you cancel it before the billing date to avoid charges for the next period.

5.3 Cancellation and Refunds

You may cancel your subscription at any time; however, the cancellation will take effect at the end of the current billing cycle. Cension AB does not offer refunds or credits for partial subscription periods or unused tokens. If you choose to delete your account before the end of a paid period, your cancellation will take effect immediately without any refund.

5.4 Price Changes

Cension AB reserves the right to change subscription prices. We will notify you at least thirty (30) days in advance of any price changes. If you do not agree to the new prices, you must cancel your subscription before the changes take effect.

5.5 Non-Payment and Suspension

Failure to pay the required charges within the specified timeframe may lead to suspension or cancellation of your access to the Service. This could result in a loss of access to your account and any associated data.

5.6 Additional Charges and Costs

In the case of late payments or defaults, you are responsible for any reasonable costs incurred by Cension AB in collecting overdue amounts, including legal fees and costs.

5.7 Payment Errors and Adjustments

If there is a billing error, you must inform us within thirty (30) days of its first appearance on your bill. We will investigate and correct any verified errors. You agree to cooperate with us in our efforts to correct any payment errors, including returning any overpayments.

5.8 Taxes and Compliance

All subscription fees are exclusive of applicable taxes, levies or duties imposed by taxing authorities. You are responsible for paying all such taxes, levies or duties associated with your use of the Service.

5.9 Service Usage Limitations

Cension AB reserves the right to impose reasonable limits on the usage of its services, including but not limited to bandwidth, data storage and API call limits. These limitations are designed to ensure equitable access to our services for all users and to maintain service quality and performance. Users will be notified of any such limitations within their subscription plan or via direct communication.

6. Privacy and Security

6.1 Commitment to Privacy

Cension AB is committed to protecting the privacy and security of our users. We understand the importance of safeguarding personal data and ensure that all personal information collected from you is processed in compliance with applicable data protection laws and regulations.

6.2 Privacy Policy

Our practices regarding the collection, use and sharing of personal data are detailed in our Privacy Policy. By agreeing to these Terms and using our Service, you acknowledge and consent to the processing of your personal data as outlined in the Privacy Policy. You can review the Privacy Policy here which is incorporated into these Terms by reference.

6.3 Data Security

We employ a variety of security measures to protect the integrity and confidentiality of your personal information. Despite these efforts, no method of transmission over the Internet or method of electronic storage is completely secure. Therefore, while we strive to use commercially acceptable means to protect your personal data, we cannot guarantee its absolute security.

6.4 User Responsibility

You are responsible for safeguarding your account information, including your username and password. We advise you to use a strong password and to be cautious about sharing sensitive information. Cension AB is not liable for any unauthorized access to your account resulting from your failure to secure your account credentials.

7. Disclaimers of Warranty

7.1 Service “As Is”

Cension AB provides the Service on an “as is” and “as available” basis without any warranties either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose or non-infringement. We do not warrant that the Service will always be uninterrupted, timely, secure or error-free.

7.2 User Responsibility

You understand and agree that your use of the Service is at your sole risk. Cension AB is not responsible for any direct, indirect, incidental, consequential or punitive damages or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill or other intangible losses resulting from (i) your access to use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service including without limitation any defamatory, offensive or illegal conduct of other users or third parties; or (iii) unauthorized access, use or alteration of your transmissions or content.

7.3 Limitation of Liability

You expressly understand and agree that Cension AB and our direct affiliates shall not be liable for any direct, indirect, incidental, special, consequential, exemplary or punitive damages or any other damages whatsoever, including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses (even if we have been advised of the possibility of such damages) arising out of or resulting from:

• The use or the inability to use the Service.
• The use of any materials, user content or other material on the Service or any websites linked to the Service.
• The cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Service.
• Unauthorized access to or alteration of your transmissions or data.
• Statements or conduct of any third party on the Service.
• Any other matter relating to the Service.

In no event shall our total liability to you for all damages, losses and causes of action (whether in contract, tort including but not limited to negligence or otherwise) exceed the amount paid by you, if any, for accessing the Service in the last two terms and in no event exceed ten thousand dollars ($10,000). If you are dissatisfied with any portion of the Service or with any of these terms, your sole and exclusive remedy is the discontinuation of your use of the Service. If any portion of this limitation of liability is found to be invalid, liability is limited to the fullest extent permitted by law.

7.4 Damages Cap

The aggregate liability of Cension AB for all claims relating to the Service shall not exceed the greater of $10,000 USD or the amount paid by the user to Cension AB in the last 12 months.

7.5 Force Majeure

Cension AB shall not be liable for any failure to perform its obligations under these Terms where such failure results from any cause beyond Cension AB’s reasonable control including but not limited to mechanical, electronic or communications failure or degradation (including “line-noise” interference). Such events may include natural disasters, wars, terrorist activities, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

8. Indemnification and Legal Protections

8.1 User Obligations

As a user of Cension AB’s services, you agree to indemnify, defend and hold harmless Cension AB including its affiliates, officers, agents, employees and any related parties from and against any losses, damages, costs, liabilities and expenses (including but not limited to legal expenses and any amounts paid by Cension AB to a third party in settlement of a claim or dispute on the advice of Cension AB’s legal advisors) incurred or suffered by Cension AB. This indemnification covers claims arising out of any breach by you of any provision of these Terms of Use or any claim that your actions or use of the Service have breached these Terms.

8.2 Scope of Indemnification

This indemnification obligation covers claims resulting from your use or misuse of the Service, including but not limited to violations of intellectual property rights, privacy rights, rights of publicity or other rights of third parties and legal and regulatory compliance issues.

8.3 Exceptions and Limitations

The indemnification obligations do not apply in cases where Cension AB’s Data Processing Agreement (DPA) or Service Level Agreements (SLAs) provide specific provisions or exceptions. These agreements may override, extend and/or further clarify certain parts of this indemnification clause. It’s important to note that the DPA is applicable specifically to functionalities as outlined in the agreement.

8.4 Cooperation and Conduct

In the event of a claim, suit or action against Cension AB that falls under the scope of this indemnification, you are expected to provide necessary cooperation as Cension AB reasonably requests. Cension AB will endeavor to notify you of any such claim, action or proceeding upon becoming aware of it.

9. Third-Party Links and Services

9.1 Access and Use

Cension AB’s Service may feature links to or allow interaction with third-party websites, products or services (“Third-Party Services”). These are provided for user convenience and ease of access. It’s important to note that Third-Party Services are not under the control of Cension AB.

9.2 No Endorsement Implied

Cension AB does not endorse nor is it responsible for the content, advertising, products, services or other materials available from Third-Party Services. The presence of a link to Third-Party Services does not imply endorsement by Cension AB.

9.3 User Responsibility

Your engagement with any Third-Party Services is governed by the terms and conditions and privacy policies of those third parties. You are responsible for making an independent judgment regarding your interaction with these Third-Party Services. Any disclosure or transfer of your information to the third-party provider will be governed by their policies.

9.4 Disclaimer of Liability

Cension AB disclaims any responsibility for the availability of Third-Party Services. Furthermore, Cension AB shall not be liable directly or indirectly for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such Third-Party Services.

9.5 User Discretion Advised

Users should exercise caution and look at the privacy statement applicable to the Third-Party Services in question. Cension AB recommends users to review the third-party provider’s terms and conditions and privacy policy before engaging with their services.

10. Termination and Account Cancellation

Cension AB reserves the right to terminate or suspend your account and access to the Service at any time in its sole discretion without prior notice. This may occur for reasons including but not limited to a breach of any representations, warranties or obligations under these Terms. If such a breach occurs, we will provide written notice and you will have thirty (30) days to remedy the breach. Failure to remedy the breach within this timeframe may result in immediate termination. Additionally, accounts that remain inactive for ninety (90) or more consecutive days may be subject to suspension or termination with at least seven (7) working days’ notice provided prior to such action.

You may choose to terminate your agreement and access to the Service at any time for any reason by contacting customer support. Upon termination, your account will be closed and your user identification code and password will be deactivated. All User Content associated with your account may be removed from the Service. It’s important to note that cancellation of your account does not relieve you of any outstanding payment obligations or other liabilities incurred prior to the termination. Any obligations arising from other agreements that have not been specifically terminated will also remain in effect.

Upon termination, discontinuation or cancellation of the Service or your account, all provisions of these Terms that by their nature should survive termination will remain in effect. This includes without limitation ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Cension AB reserves the right to refuse service to any user or potential user at its sole discretion. Refusal of service may be based on, but not limited to, a user’s violation of these Terms, illegal activities or actions deemed harmful to the Service or other users.

11. Governing Law, Jurisdiction and Dispute Resolution

This agreement and any disputes or claims arising out of or in connection with its subject matter are governed by and construed in accordance with the laws of Sweden. The courts of Sweden shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement. You and Cension AB agree to submit to the jurisdiction of the Swedish courts for the resolution of legal disputes or proceedings arising out of or in connection with these Terms. For any legal action or proceeding relating to this agreement, Stockholm shall be the venue.

12. Miscellaneous

12.1 Data Retention and Deletion Policy

Cension AB retains user data as necessary to provide the Service, comply with legal obligations, resolve disputes and enforce agreements. Users have the right to request deletion of their data. Upon request or upon account termination, we will delete or anonymize user data except where retention is required by law.

12.2 Amendments

Cension AB reserves the right to modify these Terms, including policies or agreements incorporated by reference. Significant changes will be communicated through the Service or via email. Continued use after changes indicates acceptance of the new Terms.

12.3 Severability and Negotiation in Good Faith

If any provision of these Terms is found invalid or unenforceable, the remaining provisions will continue in effect. Parties agree to negotiate in good faith to replace any invalid or unenforceable provision with a valid one that reflects the original intent.

12.4 No Waiver

No waiver of any Terms shall be deemed further or continuing waiver of such term or any other term. Failure by Cension AB to assert any right under these Terms shall not constitute a waiver of such right.

12.5 Contact Procedures for Legal Concerns

For legal notices or concerns regarding these Terms, contact us at C/O The Works Sverige AB, Strandbergsgatan 61, 112 51 Stockholm, or via email at hello@cension.ai.

12.6 Survival of Terms

All terms and conditions of these Terms which are intended to survive the duration or termination of the agreement, including but not limited to ownership provisions, indemnification, warranty disclaimers and limitations of liability, shall continue in full force and effect after the termination of this agreement.

12.7 Entire Agreement

These Terms constitute the entire agreement between you and Cension AB regarding the Service, superseding all prior agreements and understandings both written and oral related to the subject matter herein.

12.8 No Agency Relationship

Your use of the Service does not establish you as an agent, legal representative or employee of Cension AB or any third party associated with Cension AB. You are not authorized to make any representation, contract or commitment on behalf of Cension AB unless specifically requested and authorized in writing.

12.9 Transfer and Assignment

Cension AB reserves the right to transfer, subcontract or deal with its rights and/or obligations under these Terms without obtaining your consent or giving notice. You may not transfer, subcontract or otherwise deal with your rights and/or obligations under these Terms without obtaining prior written consent from Cension AB.

12.10 Severability

If any provision of these Terms is deemed invalid, illegal or unenforceable by a court of competent jurisdiction, it shall not affect the validity and enforceability of the remaining provisions. The parties agree to negotiate in good faith to replace any invalid, illegal or unenforceable provision with a valid and enforceable provision that most closely matches the intent of the original provision.

12.11 Governing Law and Jurisdiction

These Terms and any disputes arising out of or related to the Service shall be governed by and construed in accordance with the laws of Sweden. The courts of Sweden shall have exclusive jurisdiction over any disputes arising out of or in connection with these Terms.

12.12 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term. Cension AB’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

13. Definitions and Scope

Service: Refers to the website, applications, platforms and related technologies provided by Cension AB.

User Content: Any material (text, images, metadata etc.) uploaded or provided by users to the Service.

AI (Artificial Intelligence): Technology used by Cension AB to process and enhance User Content.

Token: Represents the quantity of products a user can optimize through Cension AB’s Service as part of their subscription plan.

14. Contact Information

For inquiries about the Service, contact Cension AB at hello@cension.ai.