Terms of Usage

• "Beta Offering" means any feature, functionality, or service that Sightadel makes available on a trial, pilot, or evaluation basis and that is identified as beta, preview, or similar.
• "Customer Data" means electronic data and information submitted to, or collected by, the Services in connection with Customer's use of the Services, including account information and any third-party contact information submitted for the purpose of sending security questionnaires.
• "Order Form" means an ordering document, online subscription confirmation, or similar document specifying the Services purchased by Customer, including any addenda thereto.
• "Ratings" means the security and trust ratings, scores, reports, and related analyses generated by the Services.
• "Services" means Sightadel's cloud-based, multi-tenant software-as-a-service platform for generating, monitoring, and managing security and trust ratings, together with related functionality such as continuous monitoring, third-party and vendor risk management, automated security questionnaires, and trust center capabilities, including associated documentation and support.
• "Third-Party Application" means any software, service, or content provided by a party other than Sightadel that interoperates with, or is accessible through, the Services.
• "User" means an individual authorized by Customer to use the Services on Customer's behalf, such as an employee, contractor, or consultant of Customer.

Sightadel provides a multi-tenant SaaS platform that generates security and trust ratings for organizations. Unless otherwise agreed, these ratings are derived primarily from publicly available or externally observable information ("outside-in" data) collected through Sightadel's proprietary scanning technology and third-party data feeds. The Services do not employ intrusive techniques; Sightadel does not attempt to circumvent any security control of Customer or any third party and does not obtain access to internal Customer systems unless Customer expressly provides such access or data.

The Services may also include functionality for distributing and evaluating security questionnaires directed to Customer's business partners, as well as a publicly accessible trust center page through which Customer may present its own security and compliance posture.

The specific features made available to Customer are set forth in the applicable Order Form or plan and the then-current product documentation. Sightadel may modify the Services from time to time as part of its ordinary product development, provided that Sightadel will not materially reduce the core functionality of the Purchased Services during a then-current subscription term.

Because the Services are offered on a shared, multi-tenant architecture, security, privacy, and usage terms apply uniformly to all customers, and Sightadel is generally unable to offer customer-specific deviations from these Terms absent a separate signed written agreement.

Use of the Services requires the creation of an account. Customer will ensure that registration information is accurate, complete, and kept up to date.

Customer is responsible for all activity occurring under its account and the accounts of its Users, and for maintaining the confidentiality of login credentials. Customer will promptly notify Sightadel of any unauthorized access to or use of its account.

Customer is responsible for ensuring that its Users comply with these Terms and will be liable for any breach of these Terms by its Users to the same extent as if committed by Customer itself.

If Customer registers for a free trial, Sightadel will make the applicable Services available on a trial basis, free of charge, until the earlier of the end of the trial period or the start of a paid subscription for the same Services. Customer Data and any configurations created during a free trial may be permanently deleted at the end of the trial period unless Customer purchases a corresponding paid subscription before the trial ends.

Free trials and Beta Offerings are provided "as is" and "as available," without any warranty of any kind, and Sightadel will have no liability of any kind arising out of or relating to a free trial or Beta Offering, except to the extent such exclusion is not permitted by applicable law.

Services are purchased as subscriptions pursuant to the applicable Order Form. Unless the Order Form states otherwise, the initial subscription term is twelve (12) months and will automatically renew for successive twelve (12)-month periods unless either party provides written notice of non-renewal at least sixty (60) days prior to the end of the then-current term.

Customer will pay all fees specified in the applicable Order Form. Except as otherwise stated in an Order Form, fees are invoiced in advance, payment obligations are non-cancelable, and fees paid are non-refundable except as expressly set forth in Section 12. Invoiced amounts are due within thirty (30) days of the invoice date unless otherwise specified.

If any undisputed amount remains unpaid more than thirty (30) days after the invoice date, Sightadel may, without limiting its other rights and remedies and following reasonable prior notice, suspend or restrict Customer's access to the Services until such amount is paid in full.

All fees are exclusive of applicable taxes, levies, or duties, and Customer is responsible for all such amounts other than taxes based on Sightadel's net income.

Subject to these Terms, Sightadel grants Customer a non-exclusive, non-transferable right to access and use the Services during the applicable subscription term for Customer's internal business purposes, in accordance with the applicable Order Form and Documentation.

Sightadel may suspend a User's access to the Services to the extent reasonably necessary if Sightadel reasonably believes such access poses a security risk to the Services or other customers, or involves a violation of this Section. Any such suspension will be limited in scope and duration to what is reasonably necessary and, where practicable, Sightadel will provide advance notice to Customer.

As between the parties, Customer retains all right, title, and interest in Customer Data. Sightadel will use Customer Data solely to provide the Services, to communicate with third-party contacts designated by Customer (for example, in connection with questionnaire distribution), to address technical issues, and, in de-identified and aggregated form, for internal analytics and product improvement purposes that do not identify Customer.

To the extent the Services involve the processing of personal data, Sightadel's then-current Privacy Policy is incorporated into these Terms by reference. Where Sightadel processes personal data on Customer's behalf within the meaning of Article 28 of the GDPR, the parties will enter into a separate Data Processing Agreement.

Customer represents that it has the right to disclose any personal data it provides to Sightadel and that it complies with all applicable data protection laws, including the GDPR, in connection with its use of the Services.

Sightadel will maintain reasonable technical and organizational measures designed to protect the security, confidentiality, and integrity of Customer Data, and will notify Customer without undue delay upon becoming aware of a security incident affecting Customer Data.

Sightadel and its licensors retain all right, title, and interest in and to the Services, the underlying technology, and any derivative works thereof. Except for the rights expressly granted under Section 6, nothing in these Terms transfers any intellectual property rights to Customer.

If Customer provides Sightadel with feedback, suggestions, or recommendations regarding the Services, Customer grants Sightadel a worldwide, royalty-free, perpetual, and irrevocable license to use and incorporate such feedback into the Services without attribution to Customer.

Each party (the "Receiving Party") will protect the confidential information of the other party (the "Disclosing Party") that is marked confidential or that would reasonably be understood to be confidential given the nature of the information, using at least the same degree of care it uses to protect its own confidential information of a similar nature, and will use such information solely to perform its obligations under these Terms.

These confidentiality obligations do not apply to information that is or becomes publicly available through no fault of the Receiving Party, was already known to the Receiving Party without an obligation of confidentiality, was rightfully received from a third party, or was independently developed. A Receiving Party may disclose confidential information to the extent required by law, provided it gives the Disclosing Party reasonable advance notice where legally permitted.

Sightadel warrants that the Services will perform materially in accordance with the applicable documentation and will be provided using commercially reasonable care and skill.

Except as expressly set forth in this Section, the Services are provided without warranties of any kind, whether express or implied, and Sightadel disclaims all implied warranties, including any warranty of merchantability or fitness for a particular purpose, to the maximum extent permitted by applicable law.

Ratings and reports generated by the Services are based on automated analysis of data, including data obtained from third-party sources, and reflect an assessment rather than a guarantee of any organization's actual security posture. Customer remains solely responsible for decisions it makes in reliance on the Services.

Nothing in these Terms limits either party's liability for intentional misconduct or gross negligence, for death or personal injury caused by negligence, or for any other liability that cannot be limited or excluded under applicable mandatory law, including product liability law.

Subject to the foregoing, for damages caused by ordinary negligence, Sightadel is liable only for the breach of a material contractual obligation (i.e., an obligation the fulfillment of which is essential to the proper performance of these Terms and on which Customer may reasonably rely), and in such case liability is limited to the loss typically foreseeable at the time these Terms were accepted, and in any event to the fees paid by Customer in the twelve (12) months preceding the event giving rise to the claim.

Subject to the foregoing, in no event will either party be liable for any indirect, incidental, special, or consequential damages, including loss of profits or loss of goodwill.

These Terms remain in effect for as long as Sightadel provides the Services to Customer, subject to the term and renewal provisions of the applicable Order Form under Section 5.

Either party may terminate these Terms or the applicable Order Form for cause if the other party materially breaches these Terms and fails to cure such breach within thirty (30) days of written notice, or if the other party becomes subject to insolvency proceedings that are not dismissed within a reasonable period.

If Customer terminates for Sightadel's uncured material breach, Sightadel will refund Customer any prepaid, unused fees for the remainder of the then-current subscription term. In all other cases, fees already paid are non-refundable.

Following termination or expiration of these Terms, Sightadel may delete Customer Data after a reasonable transition period of up to thirty (30) days, unless a longer retention period is required by law.

Sightadel may update these Terms from time to time to reflect changes in applicable law, the functionality of the Services, or other legitimate business reasons. Sightadel will provide Customer with reasonable advance notice, generally at least thirty (30) days, of any material change, by email or through the Services.

If Customer does not object to a material change within thirty (30) days of notice, the change will be deemed accepted; the notice will specifically call out this consequence. If Customer objects, the prior version of these Terms will continue to apply until the end of the then-current subscription term, after which either party may decline to renew.

These Terms are governed by the laws of Germany, excluding its conflict-of-laws principles and excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). Where Customer is a consumer with habitual residence outside Germany, mandatory consumer-protection provisions of Customer's home jurisdiction remain unaffected.

Subject to the foregoing, the parties agree that the courts of the registered seat of neonotu GmbH in Munich, Germany, will have exclusive jurisdiction over any dispute arising out of or relating to these Terms, except where Customer qualifies as a consumer under applicable law.

If you have questions about these Terms of Usage, please contact us at:

neonotu GmbH (operator of Sightadel)

Edelsbergstr. 8 80686 Munich Germany

Commercial Register: Munich Local Court (Amtsgericht München), HRB 313206

Managing Director: Armin Haller

Email: legal@sightadel.com