Terms and Conditions of Use

1. Introduction and Definitions

These Terms and Conditions (“Terms“) govern the use of the Crenex SaaS platform.

1. Purpose. To establish the conditions under which Clients may access and use the Software.
2. Definitions. Key terms such as “Services“, “Client Data“, “Downtime“, and “Confidential Information” are defined for clarity.
3. Interpretation. In case of ambiguity, the provisions shall be interpreted to maintain contractual balance.

2. Scope of Services

1. Description of SaaS. Crenex provides a cloud-based solution for specialty leasing, booking workflows, contract management, invoicing, and performance reporting.
2. Hosting & Backups: All services are hosted on AWS infrastructure with hourly backups retained for 20 days.
3. Support Services: Included technical assistance, maintenance, and upgrades.
4. Additional Developments: Clients may request new modules subject to feasibility and separate fees.

3. Acceptable Use Policy

The Software may only be used for legitimate business purposes related to specialty leasing.

1. Prohibited Uses. reverse engineering, unauthorized access, data scraping, sharing access credentials, and using the platform for illegal activities.
2. Compliance. Clients must comply with applicable data protection, financial, and consumer laws.
3. Audit Rights. Crenex reserves the right to audit use to ensure compliance.

4. Service Levels (SLA)

1. Availability. Minimum monthly uptime of 95% guaranteed, excluding planned maintenance.
2. Incident Classification. Critical (system outage), Major (significant degradation), Minor (non-blocking).
3. Response Times. Critical – 30 minutes; Major – 2 hours; Minor – 24 hours.
4. Penalties. Service credits may be applied in case of SLA breaches, capped at 20% of monthly fees.
5. Monitoring. Independent uptime monitoring with monthly reports provided to Clients.

5. Security and Data Protection

1. Encryption. All communications encrypted via SSL/TLS; data at rest encrypted.
2. Access Control. Role-based permissions and 2FA for administrators.
3. Incident Response. Clients notified within 24 hours of confirmed security incidents.
4. Data Ownership. All Client data remains the exclusive property of the Client.
5. Data Retention. Upon termination, Client data retained for up to 60 days for migration, then deleted.

6. Client Responsibilities

1. User Management. Clients must maintain the confidentiality of login credentials.
2. Training. Clients are responsible for ensuring staff are trained to use the Software properly.
3. Compliance. Clients must use the Software in compliance with all applicable laws and regulations.
4. System Requirements. Clients are responsible for providing adequate internet connectivity and devices.

7. Intellectual Property

1. Ownership. All rights, title, and interest in the Software remain with Crenex.
2. License Grant. Clients receive a limited, non-exclusive, revocable license for internal business use.
3. Restrictions. Clients may not copy, modify, or create derivative works of the Software.
4. Feedback. Any feedback provided may be used by Crenex without restriction.

8. Confidentiality

1. Obligation. Both Parties agree to maintain the confidentiality of all non-public information.
2. Exceptions. Information already public, independently developed, or disclosed under legal compulsion.
3. Duration. Confidentiality obligations survive termination for 2 years.
4. Breach Notification. Parties must inform each other immediately upon unauthorized disclosure.

9. Limitation of Liability

1. Exclusions. No liability for indirect, incidental, or consequential damages including lost profits or data.
2. Cap. Liability limited to the total fees paid in the 12 months preceding the claim.
3. Exceptions. This limitation does not apply in cases of gross negligence or willful misconduct.

10. Governing Law and Dispute Resolution

1. Law. Governed by internationally recognized commercial law principles.
2. Disputes. Parties will attempt amicable resolution; failing that, arbitration under ICC rules in a neutral location.
3. Costs. Arbitration costs shared equally unless otherwise decided by tribunal.

11. Miscellaneous

1. Severability. Invalid provisions do not affect the remainder of the Terms.
2. Amendments. Must be in writing and communicated with reasonable notice.
3. Notices. Delivered via registered mail or email to the addresses specified in the Agreement.
4. Entire Agreement. These Terms supersede any prior understandings related to the Software.