Semtera UG (haftungsbeschränkt) i.G.

1.1 Introduction

These Terms and Conditions ("Terms") govern access to and use of the software platform, services, artificial intelligence tools, monitoring systems, and related services provided by Semtera UG (haftungsbeschränkt) i.G. ("Semtera", "Company", "we", "us", or "our").

By accessing, registering for, or using the Semtera platform, the user ("User", "Customer", "you", or "your") agrees to be bound by these Terms.

If you are using the platform on behalf of a company, law firm, or other legal entity, you represent and warrant that you have authority to bind such entity to these Terms.

1.2 Company Information

Commercial register information will be added upon registration.

Contact:
[Insert Contact Email]
[Insert Website]

1.3 Scope of Services

Semtera provides a software-as-a-service platform designed to assist users with trademark monitoring, trademark portfolio management, trademark research, automated workflow generation, and AI-assisted trademark defence processes.

The services may include:

• Trademark portfolio storage and management;
• Monitoring of trademark databases including but not limited to UIBM, EUIPO, WIPO, and other national or international databases;
• AI-assisted analysis and trademark similarity detection;
• AI-generated risk assessments and opposition likelihood estimations;
• Automated monitoring workflows and AI-agent functionality;
• Reporting, alerts, and notifications;
• Workflow automation relating to trademark monitoring and defence;
• Facilitation of introductions to external legal professionals;
• API integrations and data synchronization;
• Usage-based AI functionality and computational services.

Semtera reserves the right to modify, suspend, expand, or discontinue any part of the Services at any time.

1.4 No Legal Advice

Semtera is not a law firm and does not provide legal advice.

All outputs generated by the platform, including but not limited to AI-generated recommendations, risk assessments, likelihood analyses, similarity scores, registrability evaluations, monitoring reports, or suggested workflows, are provided solely for informational and decision-support purposes.

No content generated or provided through the Services shall constitute:

• legal advice;
• legal representation;
• attorney-client advice;
• a legal opinion;
• or a guarantee regarding trademark registration, validity, enforceability, infringement, or opposition success.

Users remain solely responsible for obtaining independent professional legal advice before making legal, commercial, or strategic decisions.

1.5 No Attorney-Client Relationship

Use of the Services does not create any attorney-client relationship between the User and Semtera.

Where Semtera facilitates introductions to third-party lawyers, trademark attorneys, or legal service providers, any legal relationship exists exclusively between the User and the respective legal professional.

Semtera is not responsible for:

• the actions or omissions of external legal providers;
• legal outcomes;
• advice provided by third parties;
• fee arrangements between users and legal professionals;
• or legal representation quality.

Semtera may receive referral or facilitation fees from external legal providers where legally permitted.

1.6 AI and Automated Systems Disclaimer

The Services may utilize artificial intelligence systems, machine learning models, automated workflows, and algorithmic processing.

Users acknowledge and agree that:

• AI-generated outputs may contain inaccuracies, omissions, hallucinations, outdated information, or incorrect interpretations;
• probabilistic assessments are inherently uncertain;
• trademark conflicts cannot be predicted with certainty;
• trademark office databases may contain delays, errors, inconsistencies, or incomplete information;
• automated workflows may produce unintended or inaccurate outcomes;
• AI-generated recommendations must always be independently reviewed by qualified persons;
• and no automated system can guarantee legal compliance or legal success.

Users remain fully responsible for reviewing and validating all outputs, reports, alerts, and recommendations before taking action.

Semtera expressly disclaims liability for decisions made based on AI-generated outputs.

1.7 Trademark Monitoring and Data Sources

Semtera relies partially on third-party trademark databases and public or licensed data sources.

Such sources may include:

• EUIPO;
• WIPO;
• UIBM;
• national trademark offices;
• public registries;
• third-party APIs;
• and external datasets.

Semtera does not guarantee:

• completeness;
• accuracy;
• timeliness;
• availability;
• uninterrupted access;
• or correctness of third-party data.

Delays, omissions, publication gaps, technical failures, or inaccuracies originating from external sources shall not constitute a breach of these Terms.

1.8 User Accounts

Users must provide accurate registration information.

Users are responsible for:

• maintaining account confidentiality;
• safeguarding login credentials;
• all activities conducted under their account;
• and ensuring authorized use by team members.

Business and law-firm accounts may permit multiple authorized users subject to purchased licenses.

Users shall immediately notify Semtera of any unauthorized access or security breach.

1.9 User Content and Uploaded Materials

Users may upload trademarks, logos, text marks, documents, images, portfolio data, legal documents, and related content ("User Content").

The User retains ownership of User Content.

By uploading User Content, the User grants Semtera a non-exclusive, worldwide, royalty-free license to:

• host;
• process;
• analyze;
• index;
• reproduce;
• display internally;
• and use such content solely for providing and improving the Services.

Users represent and warrant that they possess all necessary rights to upload and process User Content.

Users shall not upload content that:

• infringes intellectual property rights;
• violates laws or regulations;
• contains malware or harmful code;
• or unlawfully discloses confidential information.

Semtera reserves the right to remove unlawful or prohibited content.

1.10 Data Storage and Retention

Semtera may store trademark portfolios, uploaded data, monitoring configurations, and workflow information for the duration necessary to provide the Services.

Users acknowledge that long-term storage functionality forms part of the Services.

Semtera may implement reasonable storage limitations, archival policies, or retention limits.

1.11 AI Agents and Automation

The platform may permit Users to configure automated AI agents, workflows, notifications, monitoring triggers, escalation systems, and automated reporting.

Users remain solely responsible for:

• configuring automation settings;
• reviewing automated actions;
• monitoring outputs;
• and validating any resulting recommendations or actions.

Semtera does not guarantee:

• uninterrupted automation execution;
• successful notification delivery;
• workflow accuracy;
• or complete monitoring coverage.

Users acknowledge that automated systems may fail, generate false positives, generate false negatives, or experience interruptions.

1.12 Subscription Plans and Fees

Access to the Services may require payment of:

• subscription fees;
• user-based licensing fees;
• portfolio-based pricing;
• usage-based AI or computational fees;
• monitoring fees;
• or other service charges.

Pricing may vary depending on:

• number of users;
• number of monitored trademarks;
• scan frequency;
• AI usage volume;
• storage usage;
• and enabled features.

All fees are exclusive of applicable taxes unless otherwise stated.

Users authorize Semtera to charge applicable recurring and usage-based fees.

Semtera reserves the right to modify pricing upon reasonable prior notice.

1.13 Payment and Billing

Payments are due according to the selected subscription plan.

Failure to pay may result in:

• suspension of Services;
• restriction of access;
• deletion of data after reasonable notice;
• or termination of the account.

Unless otherwise required by law, fees are non-refundable.

Usage-based charges generated through AI-agent execution, automated scans, or computational processing remain payable regardless of User review or usage outcomes.

1.14 Consumer Withdrawal Rights

Where Users qualify as consumers under applicable EU law, statutory withdrawal rights may apply.

Where digital services begin immediately upon request, Users expressly consent to immediate service performance and acknowledge that withdrawal rights may expire once performance has commenced.

1.15 Intellectual Property Rights

All rights, title, and interest in the Services, including software, algorithms, AI systems, interfaces, workflows, trademarks, databases, reports, visualizations, and platform functionality, remain the exclusive property of Semtera or its licensors.

No ownership rights are transferred to Users.

Users shall not:

• reverse engineer the platform;
• scrape data;
• reproduce proprietary functionality;
• train competing AI systems using the Services;
• or misuse platform outputs.

1.16 Confidentiality

Each party agrees to maintain the confidentiality of non-public business, technical, legal, or commercial information disclosed during use of the Services.

Confidential information shall not include information that:

• becomes publicly available without breach;
• was independently developed;
• or must be disclosed by law.

1.17 Availability and Service Levels

The Services are provided on an "as is" and "as available" basis.

Semtera does not guarantee:

• uninterrupted operation;
• continuous uptime;
• error-free performance;
• or specific response times.

Maintenance, technical issues, third-party outages, data-source failures, cybersecurity incidents, and external dependencies may affect availability.

No service-level agreement (SLA) applies unless separately agreed in writing.

1.18 Limitation of Liability

To the maximum extent permitted by law, Semtera shall not be liable for:

• indirect damages;
• consequential damages;
• loss of profits;
• loss of business opportunity;
• reputational harm;
• loss of data;
• legal costs;
• trademark rejection;
• failed trademark registration;
• failed oppositions;
• missed deadlines;
• inaccurate monitoring results;
• AI-generated inaccuracies;
• or decisions based on platform outputs.

Semtera's total aggregate liability arising from the Services shall not exceed the total fees paid by the User during the twelve (12) months preceding the relevant claim.

Nothing in these Terms excludes liability where exclusion is prohibited under applicable law, including liability for:

• intentional misconduct;
• gross negligence;
• fraudulent misrepresentation;
• or mandatory statutory liabilities.

1.19 Indemnification

Users agree to indemnify and hold harmless Semtera from claims arising from:

• User Content;
• unlawful use of the Services;
• intellectual property infringement by the User;
• misuse of AI systems;
• or violation of these Terms.

1.20 Suspension and Termination

Semtera may suspend or terminate access where:

• Users violate these Terms;
• payment obligations are not met;
• unlawful activity is suspected;
• security risks arise;
• or misuse of the Services occurs.

Users may terminate subscriptions according to the applicable billing cycle.

Termination does not eliminate accrued payment obligations.

1.21 Data Protection

Processing of personal data is governed by the Semtera Privacy Policy and applicable data protection laws, including the GDPR.

1.22 Changes to the Services and Terms

Semtera may update these Terms periodically.

Updated Terms become effective upon publication or notification.

Continued use of the Services constitutes acceptance of revised Terms.

1.23 Governing Law and Jurisdiction

These Terms shall be governed by the laws of the Federal Republic of Germany.

Exclusive jurisdiction for disputes shall be Cologne, North Rhine-Westphalia, Germany, where legally permissible.

Mandatory consumer protection rights remain unaffected.

2.1 Introduction

This Privacy Policy explains how Semtera collects, processes, stores, and protects personal data.

Semtera processes personal data in accordance with:

• EU General Data Protection Regulation (GDPR);
• applicable German data protection laws;
• and related EU privacy regulations.

2.2 Categories of Data

Semtera may process:

• account information;
• billing information;
• trademark portfolio data;
• uploaded trademarks and documents;
• IP-related information;
• communication data;
• usage analytics;
• AI interaction data;
• workflow configurations;
• and technical log data.

2.3 Purposes of Processing

Data may be processed for:

• providing the Services;
• trademark monitoring;
• AI analysis;
• account management;
• billing;
• platform security;
• fraud prevention;
• service improvement;
• customer support;
• legal compliance;
• and analytics.

2.4 Legal Bases

Processing may rely on:

• contract performance;
• legitimate interests;
• legal obligations;
• consent;
• and security interests.

2.5 AI Processing

User-provided data may be processed using AI systems and machine learning technologies to generate analyses, recommendations, classifications, or workflow suggestions.

Semtera does not use User Content for training public foundation models unless explicitly authorized.

2.6 Data Sharing

Semtera may share data with:

• cloud hosting providers;
• analytics providers;
• payment processors;
• external legal professionals upon User request;
• infrastructure vendors;
• and regulatory authorities where legally required.

2.7 International Transfers

Where data is transferred outside the European Economic Area, Semtera shall implement appropriate safeguards as required by GDPR.

2.8 Data Retention

Data shall be retained only as long as necessary for:

• service provision;
• legal compliance;
• dispute resolution;
• security;
• and contractual obligations.

2.9 User Rights

Users may have rights to:

• access personal data;
• rectify inaccurate data;
• request deletion;
• restrict processing;
• object to processing;
• data portability;
• and withdraw consent.

Requests may be directed to:
[Insert Privacy Contact Email]

2.10 Security Measures

Semtera implements reasonable technical and organizational security measures.

However, no system can guarantee absolute security.

2.11 Cookies and Analytics

Semtera may use cookies and analytics technologies for:

• authentication;
• security;
• functionality;
• performance optimization;
• and usage analytics.

A separate Cookie Policy may apply.

3.1 Purpose

This AI Usage Policy governs the use of AI-powered features within the Semtera platform.

3.2 Nature of AI Outputs

AI-generated outputs are probabilistic and may:

• contain inaccuracies;
• generate false positives or false negatives;
• omit relevant trademark conflicts;
• misclassify risks;
• or provide incomplete recommendations.

AI outputs are informational only.

3.3 Human Review Requirement

Users must independently review all AI-generated content before relying on it.

Users remain solely responsible for legal and commercial decisions.

3.4 Prohibited AI Usage

Users shall not use the Services to:

• violate intellectual property rights;
• submit unlawful content;
• perform abusive automated activity;
• reverse engineer AI systems;
• generate unlawful legal documents;
• or train competing AI models.

3.5 Automated Agents

Users acknowledge that automated AI agents may:

• generate unintended outputs;
• fail to execute;
• trigger incorrect alerts;
• or create inaccurate reports.

Users are responsible for reviewing agent behavior and configuration.

3.6 AI Liability Disclaimer

Semtera disclaims liability arising from:

• AI inaccuracies;
• hallucinations;
• automated decisions;
• incomplete data;
• workflow failures;
• or reliance on AI-generated outputs.

4.1 Lawful Use

Users may use the Services only in compliance with applicable laws.

4.2 Prohibited Conduct

Users shall not:

• misuse trademark databases;
• infringe third-party rights;
• distribute malware;
• interfere with platform security;
• scrape proprietary data;
• overload infrastructure;
• attempt unauthorized access;
• or misuse AI systems.

4.3 Suspension Rights

Semtera may suspend or restrict accounts for violations of this Policy.

5.1 Roles of the Parties

For purposes of GDPR:

• the User acts as Data Controller;
• and Semtera acts as Data Processor where processing personal data on behalf of the User.

5.2 Processing Instructions

Semtera shall process personal data only:

• according to documented instructions;
• for provision of the Services;
• and in accordance with applicable law.

5.3 Security Measures

Semtera shall implement appropriate technical and organizational measures.

5.4 Subprocessors

Semtera may engage subprocessors including:

• cloud providers;
• infrastructure providers;
• analytics providers;
• and AI-service providers.

5.5 International Transfers

Transfers outside the EEA shall rely on lawful safeguards.

5.6 Data Subject Requests

Semtera shall reasonably assist Users in responding to data subject requests.

5.7 Data Breach Notification

Semtera shall notify Users of confirmed personal data breaches without undue delay where legally required.

5.8 Deletion and Return of Data

Upon termination, Semtera may delete or return personal data subject to legal retention obligations.