Terms of Use
1. The Agreement and the Parties
These Terms of Use, together with any other information referred to in it, (the "Agreement") is an agreement between Centi Holdings AB, Org number: 559398-6432, ("we" or "Centi"), and you as a natural person ("you" or the “User”), and contains the terms and conditions that govern your access to and use of Centi’s equity management platform (the “Service” or the “Centi Platform”). The Service is provided though www.gocenti.com and associated pages and sites ("the Website").
The Content (as defined below) included in the Service is provided by Centi, its affiliates, sub-contractors, business partners, other users and third-party suppliers (collectively, the "Information Providers"), and made available by Centi subject to this Agreement.
By entering into this Agreement, you represent that you are legally able to enter into agreements, that you are not a minor, and that you are aware of and agree to the collection and use of your personal data in accordance with our privacy policy as it reads in our Privacy Statement.
In order to use the Service, you will have to be invited to create an Account in the Centi Platform. This Agreement takes effect when you confirm your consent to this Agreement by clicking an "Accept Terms of Use" button or equivalent when you log in to the Centi Platform for the first time.
In the event of any discrepancies between this Agreement and any other agreement you may have with Centi, this Agreement shall prevail.
Please note that, if you are using the Centi Platform as a representative of one of our customers your usage of the Service while on behalf of that customer may be further regulated by a separate Customer Agreement. In the event of any discrepancies between this Agreement and the Customer Agreement regarding your usage of the Service while on behalf of the Customer, the Customer Agreement shall prevail.
2. Definitions
“Account”: means the account which must be created in order to use the Service under this Agreement.
"Content": means any data, text, documents, and general files, audio, video or images.
"Centi Customer": means a company or entity that has purchased the Services from Centi pursuant to a separate Customer Agreement.
“Customer User”: means a user of the Centi Platform who are authorised to use the Service on behalf a Centi Customer.
"Privacy Statement": Privacy Statement located at https://www.gocenti.com/privacy, as it may be updated by us from time to time.
"User": means a user of the Centi Platform who are authorised to use the Service upon accepting these and the creation of an Account.
“Information Provider Content”: Content uploaded, shared, transferred or otherwise communicated electronically to the Centi Platform by Information Providers.
"Your Content": Content that you, on behalf of yourself as a natural person, or upload, share, transfer or otherwise communicate electronically to the Centi Platform for processing, storage or hosting by the Services in connection with your Account. Your Content does not include your Account information.
3. Your account
Your Account is personal and you are not allowed to transfer your Account to any third party or to allow a third party to use the Service through your Account. You are responsible for protecting your login information from access by unauthorized persons. If you become aware of, or has any reason to believe there has been, any breach of security for any of your information stored on the Service, or that any third party has gained access to your Account, you must notify Centi immediately.
You are responsible for your account activity, meaning all activities that occur while your Account is being used, regardless of whether the activities are authorized by you or not, and whether they are undertaken by you or not, and Centi is not responsible for unauthorised access to your Account.
4. Your Right to use the Service
Subject to your compliance with this Agreement, you are granted a non-exclusive, non-transferable right to access and use the Service. Unless otherwise stated in this Agreement, this right is granted for the use of the Service for its indented purpose. This is a grant of use, not a transfer of title, and under this right of use you agree that:
(a) You shall not use the Services for any illegal or unauthorised purpose.
(b) You will not engage in any activity that exploits, harms, or threatens to harm children.
(c) You will not send spam or unsolicited bulk emails or messages by using functions of the Website or by other means enabled by the Services.
(d) You will not use the Service to share inappropriate content or material (involving for example pornography, violence, or criminal activity).
(e) You will not circumvent any access or availability restrictions on the Services,
(f) You agree and warrant that you are not located in a jurisdiction where use of the Service and the publication and sharing of the materials available in the Service is in any way illegal or restricted by law. If you are located in such a jurisdiction, Centi is not willing to provide you with access to the Service and you agree to not use the Service from such a jurisdiction.
(g) You will not use, store, reproduce, display, modify, sell, publish, transmit and distribute, or commercially exploit the Services without prior written permission of Centi;
(h) You will not help others breach this Agreement.
Centi may, at its sole discretion and at any time, suspend or discontinue your use of the Services without prior notice, and without any liabilities of any kind, in case Centi suspects or determines that your use of the Services in any way violates this Agreement, poses a security risk, could impact the operations of our systems or delivery of the Services, could subject Centi or a third party to liability, is fraudulent, or if needed to comply with the law or requests from public authorities.
You are aware of that the Service are intended for informational purposes only without regard to any particular entity's investment objectives, financial situation, or means, and Centi is not soliciting any action based upon it. Content, or other available information and material in the Service are not to be construed as a recommendation; or an offer to buy or sell; or the solicitation of an offer to buy or sell any security, financial product, or instrument. You are furthermore aware of that investments made in unlisted companies give rise to substantial risk and are not suitable for all investors, and you should not enter into any transactions unless you have fully understood all such risks and have independently determined that such transactions are appropriate for you. You should not construe any of the information or material contained in the Service as business, financial, investment, hedging, trading, legal, regulatory, tax, or accounting advice. Centi takes no responsibility for the actions or omissions, which you make on the basis of the information and material available in the Service.
The use and interpretation of the Services requires skill and judgment, and you shall at all times exercise your own judgment in the use of the Services.
You are responsible for securing your access to the network necessary to use the Service. There may be additional costs for e.g. transfers of data and messaging services. These costs are not paid by us. Furthermore, you are responsible for obtaining and keeping the necessary hard- or software up to date to access and use our Service.
5. Your Content and Information Provider Content
If you upload, share and/or distribute Your Content via the Service, you agree that:
(a) You will ensure that Your Content and your usage of Your Content or the Services will not violate any of the agreements you have entered into with Centi or any applicable law.
(b) You own all right, title and interest in and to all Your Content and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of Your Content.
(c) Your Content will not include any special of categories of data and will not violate the privacy of other individuals.
(d) You are solely responsible for the maintenance and use of Your Content in context of the Services.
(e) If you are generating documents using the Centi Platform you are responsible for the content of these documents. Furthermore, if you choose to get the documents signed electronically using the Centi Platform, you are responsible for that process.
(f) Documents generated by the Centi Platform may be executed by electronic signatures using, for example, DocuSign. By entering your electronic signature into a document on the Centi Platform, you consent to the use of your e-signature to create a legally binding document.
Centi may use Your Content to provide the Services and to improve the performance and functionality of the Service, including to track and analyse your use of the Services the purposes of improve and maintain the security of the Service and to help Centi improve the Service. Centi shall own all rights, title and interest in and to any data which is derived from such activities performed by Centi.
The Service enables you to take part of Information Provider Content made available by Information Providers. You are aware of and agrees that Centi has no responsibility for the accuracy, truth or completeness of Information Provider Content not provided by Centi, that is made available via the Service.
6. Intellectual Property rights
Centi and its licensors, as applicable, reserve all rights to proprietary information (including, but not limited to, all intellectual property rights such as; patents, trademarks, service marks, copyrights, database rights, topography rights, industrial design, know-how, trade secrets, trade names, logos, designs, symbols, emblems, insignia, slogans, drawings, plans and other identifying materials, in all forms whether or not registered or capable of registration and any other rights relating to intellectual property in accordance with the applicable laws,) subsisting in or relating to the Services.
If you provide any input to Centi, in the form of suggestions, ideas, questions, remarks, support requests, or other, Centi shall be entitled to use this input without restriction and irrevocably be assigned all right, title, and interest in and to such input.
7. Changes to this Agreement
Centi may modify this Agreement at any time in its sole discretion and without prior notice to you. Any changes will be published on the Website and will be effective upon such publishing. However, in case of substantial changes to this Agreement, we will notify you of the changes at the latest thirty (30) days before the adjustment enters into force by a clear notice on our Website and/or by email to the email address provided by you.
We encourage you to carefully review this Agreement before using the Service, and periodically, to ensure familiarity with its then-current terms and conditions. Your (continued) use of the Service shall constitute your acceptance of this Agreement and your continued use of the Service following any modification of this Agreement shall constitute your acceptance to the Agreement, as amended. If you do not agree to the Agreement before or following any amendments, please do not use the Services. You are welcome to contact us by email to clearly give us notice about your termination of this Agreement. Please note that your termination of this Agreement will mean that you are no longer able to use the Service.
8. Changes to the Services
Centi may exercise full discretion in modifying or discontinuing any part or whole of the Service subject to this Agreement at any time without cause or prior notice.
9. Service Commitment
Centi will use commercially reasonable efforts to ensure a satisfactory availability of the Service, reasonably error-free Service experience, and timely responses to any support request or other type of request.
Centi will implement reasonable and appropriate security measures to secure your data and privacy, as disclosed to or kept by Centi, against accidental loss, theft, or unauthorized access or disclosure. These measures do not limit your obligations as outlined in section 6.
We also encourage you to secure, protect and backup your account and Your Content, by for instance regularly archiving copies of Your Content outside the Service in a suitably secured location.
Please also read our Privacy Statement, as it describes the types of data we collect from you and your devices, how we use your data, and the legal basis for processing your data.
10. Limitation of liabilities and indemnification
Centi shall not be liable for any direct, indirect, incidental, special or consequential damages arising out of or relating to this Agreement or resulting from the use or the inability to use the Service, including but not limited to damages for loss of profits, goodwill, customers, savings and revenue, use, data or other intangible damages, even if the User has been advised of the possibility of such damages.
Nothing in the Agreement shall operate so as to exclude or limit the liability in jurisdictions, where liability cannot be excluded or limited under applicable statutory law.
As a User, you will defend and hold harmless Centi, its subcontractors, partners, affiliates, and their respective employees against any third-party claim alleging that any of Your Content infringes that third party's intellectual property rights, and you will pay the amount of any adverse final judgment or settlement.
11. Warranty
Centi makes no warranties of any kind, express or implied, guarantees or conditions with respect to your use of the Services, including without limitation any warranty of merchantability, fitness for a particular purpose, title, satisfactory quality, quiet enjoyment or non-infringement.
The Services are provided 'as is', 'with all faults' and 'as available', and without responsibility for accuracy, timeliness, correctness, reliability and completeness. Centi does not warrant that the availability, use or function of the Services or third-party content will be uninterrupted, error free, or free of harmful components, nor that Your Content will be secure or not otherwise lost or altered.
Please note that the Website and the Service may contain links to other websites provided by third parties. Your use of such websites or services will be subject to the privacy policy and of such third party website, and you are aware of that Centi has no responsibility for such third perdy websites or services linked to or from the Website or the Service.
By using the Services, you agree that you access and use the Website and the Services is on your own responsibility. Further, you agree that the availability, use or function of the Services or errors and/or omissions contained in connection with the Services shall not be made the basis for any claim, demand or cause of action against Centi or any Information Provider(s).
12. Force Majeure
Centi cannot be held liable for situations (delays, failure to perform any obligation under this Agreement, or other) normally referred to as force majeure, including, but not limited to, war, riots, terrorism, insurrection, strike, fire, natural disasters, currency restrictions, import or export restrictions, interruption of traffic, interruption or failure of energy supply, public data systems and communication systems, long-term illness of key staff, pandemic, virus and occurrence of force majeure at subcontractors, partners and affiliates.
13. Disputes
This Agreement is subject to the substantive laws of Sweden, .
Any claims arising from this Agreement shall be subject to the exclusive jurisdiction of Swedish Courts with Stockholm District Court as first instance.
14. Contact
You can contact us on support@centi.com with any inquiry.
If you register as a Centi User, we will assume that we can reach you on the email(s) you register with your account; we will only use this email for reasonable communication relating to your Account. You can configure your email preferences within your Account.
Last updated
May 9th, 2023