Terms & Conditions

These Terms and Conditions (the "Terms") constitute a legally binding agreement between you, or the entity you represent ("you"), and OpsBrain ("OpsBrain", "we", "us", or "our"). By accessing or using our website, submitting a demo request, creating an account, or otherwise using the Services, you confirm that you have read, understood, and agree to these Terms. If you are entering into these Terms on behalf of an organisation, you represent that you have the authority to bind that organisation, and "you" refers to that organisation. If you do not agree to these Terms, do not use the website or the Services.

In these Terms, "Services" means the OpsBrain operational execution platform together with our website, applications, and related features and support. "Customer Content" means the data, materials, workflows, standard operating procedures, and other information that you or your authorised users submit to or generate through the Services. "Account" means the account you create to access the Services. "Order Form" means a separate ordering document or written agreement that describes the paid plan, fees, and commercial terms applicable to your use of the Services. Capitalised terms not defined here have the meaning given to them elsewhere in these Terms.

The Services are intended for business and professional use. To use the Services, you must be at least 18 years old and capable of forming a binding contract. When you create an Account, you agree to provide accurate and complete information and to keep it up to date. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your Account. You agree to notify us promptly of any unauthorised use of your Account or any other breach of security.

Subject to your compliance with these Terms and any applicable Order Form, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable licence to access and use the Services for your internal business purposes during the term of your subscription. We reserve all rights not expressly granted to you. We may update, modify, or enhance the Services from time to time, and we may introduce new features that are subject to additional terms.

You agree to use the Services lawfully and responsibly. You will not, and will not permit any user to:

• use the Services in violation of any applicable law, regulation, or third-party right;
• copy, modify, distribute, sell, or lease any part of the Services, or reverse engineer or attempt to extract source code, except to the extent permitted by law;
• access the Services to build a competing product or to benchmark without our prior written consent;
• upload or transmit malicious code, or interfere with the integrity, security, or performance of the Services;
• attempt to gain unauthorised access to the Services, related systems, or other users' accounts or data;
• use the Services to store or transmit content that is unlawful, infringing, defamatory, or otherwise objectionable; or
• circumvent or disable any usage limits, access controls, or security features of the Services.

We may suspend or terminate access where we reasonably believe these restrictions have been breached.

As between you and OpsBrain, you retain all ownership rights in your Customer Content. You grant us a worldwide, non-exclusive licence to host, store, process, transmit, and display Customer Content solely as necessary to provide and improve the Services and to comply with your instructions and applicable law. You are responsible for the accuracy, quality, and legality of Customer Content and for ensuring that you have the necessary rights and permissions to submit it to the Services. We may generate aggregated and de-identified data derived from use of the Services, which we may use to operate, analyse, and improve the Services, provided that such data does not identify you or any individual.

The Services, including all software, text, graphics, designs, and other materials we provide, and all related intellectual property rights, are owned by OpsBrain or our licensors and are protected by intellectual property and other laws. Except for the limited licence expressly granted in these Terms, nothing in these Terms transfers any right, title, or interest in the Services to you. If you provide feedback or suggestions about the Services, you grant us a perpetual, irrevocable, royalty-free licence to use that feedback for any purpose without obligation to you.

The Services may integrate with or provide access to third-party products, services, or content that we do not control. Your use of any third-party service is governed by that third party's terms and policies, and we are not responsible for the availability, accuracy, or performance of any third-party service. Enabling a third-party integration may involve sharing Customer Content with that third party, and you are responsible for reviewing and accepting the relevant third-party terms before doing so.

Certain features of our website, including the demo-request process, are made available without charge. Demonstrations and any free trials are provided for evaluation purposes and may be modified or withdrawn at any time. Paid use of the Services is governed by a separate Order Form or written agreement that sets out the applicable plan, fees, billing frequency, and payment terms. In the event of a conflict between these Terms and an Order Form regarding commercial matters, the Order Form controls. Unless an Order Form states otherwise, fees are non-refundable and are exclusive of taxes, which you are responsible for paying.

Each party may have access to non-public information of the other party that is designated as confidential or that should reasonably be understood to be confidential ("Confidential Information"). The receiving party will use the same degree of care it uses to protect its own confidential information (and no less than a reasonable degree of care) to protect the disclosing party's Confidential Information, will use it only to perform under these Terms, and will not disclose it to third parties except to its personnel and advisers who need to know it and who are bound by confidentiality obligations. These obligations do not apply to information that is or becomes public through no fault of the receiving party, was lawfully known before disclosure, or is independently developed without use of the Confidential Information.

The Services are provided on an "as is" and "as available" basis. To the maximum extent permitted by law, we disclaim all warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Services will be uninterrupted, error-free, or secure, or that they will meet your requirements. Any insights, recommendations, or process-improvement suggestions generated by the Services are provided for informational purposes, and you are responsible for the decisions you make based on them.

To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or relating to these Terms or the Services, even if advised of the possibility of such damages. Except for liability that cannot be excluded under applicable law, our total aggregate liability arising out of or relating to these Terms or the Services will not exceed the amounts you paid to us for the Services during the twelve months preceding the event giving rise to the claim, or, where no fees have been paid, one hundred pounds sterling. Nothing in these Terms limits liability for death or personal injury caused by negligence, for fraud, or for any other liability that cannot lawfully be limited.

You agree to defend, indemnify, and hold harmless OpsBrain and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or in any way connected with your Customer Content, your use of the Services in breach of these Terms, or your violation of any applicable law or third-party right. We will notify you of any such claim, allow you to control the defence (with our right to participate using our own counsel), and provide reasonable cooperation at your expense.

These Terms apply while you access or use the Services. You may stop using the Services at any time, and you may close your Account in accordance with the Services or an applicable Order Form. We may suspend or terminate your access to the Services, in whole or in part, if you breach these Terms, if we are required to do so by law, or if continued provision becomes commercially impracticable. Upon termination, your right to use the Services ceases. Provisions that by their nature should survive termination, including those relating to ownership, confidentiality, disclaimers, limitation of liability, and indemnification, will survive.

These Terms, and any dispute or claim arising out of or in connection with them or their subject matter, are governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of laws principles. The state and federal courts located in the State of Delaware will have exclusive jurisdiction to settle any such dispute or claim, and each party submits to that jurisdiction. Before commencing formal proceedings, the parties agree to attempt in good faith to resolve any dispute through discussion between authorised representatives.

We may modify these Terms from time to time. When we make material changes, we will update the "Last updated" date at the top of this page and, where appropriate, provide additional notice. Changes take effect when posted unless we state otherwise. Your continued use of the website or the Services after changes take effect constitutes your acceptance of the revised Terms. We may also modify, suspend, or discontinue all or part of the Services, and we will use reasonable efforts to provide notice of material changes that adversely affect your use.

These Terms, together with any applicable Order Form and any policies referenced in them, constitute the entire agreement between you and us regarding the Services and supersede all prior agreements and understandings on the subject. If any provision is held to be invalid or unenforceable, the remaining provisions will continue in full force, and the invalid provision will be modified to the minimum extent necessary to make it enforceable. You may not assign or transfer these Terms without our prior written consent, and we may assign them in connection with a merger, acquisition, or sale of assets. Our failure to enforce any provision is not a waiver of that provision. Neither party is liable for any failure or delay in performance caused by events beyond its reasonable control, including acts of God, war, civil unrest, labour disputes, and failures of utilities or networks. Notices under these Terms must be in writing and will be deemed given when delivered to the contact details on record or, in our case, to the address provided in the "Contact" section.

If you have questions about these Terms, you can contact us at support@opsbrain.io. Our legal entity is OpsBrain Inc, with its principal place of business at Calle Alcalde Cano Coloma 4, 46022 Valencia, Spain.