Sensiba Website Terms & Conditions

 

Effective as of: August 04, 2025
Last Updated: August 04, 2025

Please read these Website Terms and Conditions (“Website Terms”) carefully before using the Sensiba website. By accessing or using this website, located at sensiba.com (the “Site”), you agree to be bound by these Website Terms, together with any documents they expressly incorporate. If you do not agree, you must not use the Site.

These Website Terms constitute a binding agreement between you (the person or entity using the Site) and Sensiba LLP, Sensiba Australia Pty Ltd., and Sensiba Europe Limited (“Sensiba,” “we,” “us,” or “our”). Sensiba may update these Website Terms from time to time by posting a revised version on this page, with a new “Last Updated” date. Your continued use of the Site after any changes means you accept the modified Website Terms.

NOTICE TO USERS: THE SITE PROVIDES GENERAL INFORMATION ABOUT OUR ACCOUNTING AND ADVISORY SERVICES AND INSIGHTS. IT DOES NOT CREATE A PROFESSIONAL SERVICES RELATIONSHIP WITH YOU, AND IT IS NOT A SUBSTITUTE FOR PERSONALIZED ADVICE FROM A LICENSED PROFESSIONAL. PLEASE SEE THE NO PROFESSIONAL ADVICE SECTION BELOW FOR MORE DETAILS.

1. Eligibility and Use of the Site

1.1. Eligible Users: You must be eighteen (18) years of age or older and capable of entering into a binding contract to use this Site. The Site is not intended for children under thirteen (13), and we do not knowingly collect personal information from anyone under thirteen (13). By using the Site, you represent that you meet these eligibility requirements.

1.2. Personal Use Only: The Site and its content are provided for your personal, non-commercial use. You may not use the Site to provide services to others or for any unlawful or unauthorized purpose. Use of certain features may require creating an account or providing information; you agree to provide accurate information and to use the Site only for legitimate purposes consistent with these Website Terms.

1.3. Geographic Scope: Sensiba operates the Site from the United States and makes no representations that the Site is appropriate or available for use in other locations. If you access the Site from outside the U.S., you do so on your own initiative and are responsible for compliance with any local laws. We may restrict access to the Site from certain countries if required by law.

2. Our Services and Relationship with You

2.1. INFORMATIONAL PURPOSE ONLY – NO PROFESSIONAL ADVICE: All content on this Site is for general informational purposes. It may discuss financial, accounting, tax, or business topics, but it does not constitute professional advice on which you should rely. No client, advisory, fiduciary or other professional relationship is formed by your access to or use of the Site. You should consult with a qualified accountant, tax advisor, attorney, or other professional for advice tailored to your situation. In particular, nothing on this Site is intended to be used (or may be used) to avoid any penalties under U.S. federal tax laws or to promote or market any tax-related matters.

2.2. No Offer or Solicitation: The Site content is not an offer to perform services in any jurisdiction where Sensiba is not qualified or licensed. Descriptions of services or industries are for general reference only and do not guarantee that we will provide any service for you without a formal engagement agreement. Nothing on the Site constitutes a solicitation or offer to buy or sell any securities or financial instruments. Any testimonials or endorsements on the Site (e.g., client reviews) are individual experiences; past results are not indicative of future outcomes, and we do not guarantee any particular result for your business.

2.3. No CPA-Client Relationship: Communicating with us through the Site (such as via the “Contact Us” form or email) does not create a CPA-client or other fiduciary relationship. Unless and until you sign a written engagement letter with Sensiba, you are not a client of Sensiba. Accordingly, information you send us through the Site is not considered confidential or privileged unless you are an established client or until we complete a conflict check and agree to represent you in writing. Please do not send sensitive personal or financial information through unsecured forms or email. We try to safeguard any information you provide (see our Privacy Policy), but any unsolicited information you send is at your own risk and may be deleted or not acted upon.

2.4. Engagements are Separate: If you become a client, our services will be governed by a separate Agreement, including Sensiba’s General Terms and Conditions for Professional Services (available at the time of engagement). Those engagement terms will supersede these Website Terms with respect to the provision of professional services to you. These Website Terms will continue to govern your use of the Site itself.

2.5. Licensed Jurisdictions: Sensiba is a licensed CPA firm in California and various other jurisdictions. Sensiba also operates through affiliated entities for non-attest services. We do not hold out to perform attest or public accounting services in any jurisdiction in which we are not licensed or exempt. Where required by state accountancy laws, we have made the appropriate notice filings or obtained licenses.

3. Intellectual Property Rights

3.1. Ownership of Site Content: The Site (including all text, articles, reports, graphics, logos, design, layout, software, code, and other content, collectively “Content”) is the exclusive property of Sensiba or its licensors and is protected by applicable copyright, trademark, and other intellectual property laws. As between you and Sensiba, we retain all rights, title, and interest in and to the Site and Content. No rights are granted to you except as expressly set out in these Website Terms or Agreement.

3.2. Limited License to You: Sensiba grants you a limited, revocable, non-exclusive, non-transferable license to access and use the Site and its Content for your personal, non-commercial use only. You may print or download reasonable portions of the Content for your personal use provided you: (a) do not remove or modify any copyright, trademark, or other proprietary notices on the Content; (b) do not alter the Content; and (c) do not share, publish, or distribute the Content for any commercial purpose.

3.3. Prohibited Uses of Content: Except as explicitly permitted in Section 3.2, you may NOT copy, reproduce, republish, upload, post, transmit, distribute, sell, license, publicly display, create derivative works from, or otherwise exploit any Content or the Site’s functionality for any purpose without our prior written consent. This includes framing the Site within another website or using any meta tags or hidden text using “Sensiba” or any of our trademarks.

3.4. Trademarks: “Sensiba”, the Sensiba logo, and all related names, logos, product and service names, and slogans are trademarks or service marks of Sensiba or its affiliates. You are not granted any license or right to use any Sensiba trademarks by these Website Terms. You may not use our marks in any manner (including in meta tags or advertising) without express written permission. All other names or logos on the Site may be trademarks of their respective owners. Nothing on the Site should be construed as granting any license or right to use any trademark displayed. Unauthorized use of any trademarks is prohibited.

3.5. Copyright Infringement Policy (DMCA):

3.5.1. If you believe any Content on our Site infringes your copyright or other intellectual property rights, please notify us promptly. We honor the Digital Millennium Copyright Act (“DMCA”) and have designated the following agent to receive notices of claimed infringement:
DMCA Agent: General Counsel, c/o Sensiba LLP
Address: 2700 Camino Ramon, Suite 140, San Ramon, California 94583
Email: legal@sensiba.com
Phone: +1 (925) 271-8700

3.5.2. Your notice should include all the information required by 17 U.S.C. § 512(c)(3) (the “DMCA”), such as a description of the work allegedly infringed, the location of the infringing material on our Site, a statement of your good faith belief of no authorization, etc. We will respond promptly to remove or disable access to content that is the subject of a proper DMCA notice. If content you posted is removed due to a notice, and you believe it was wrongly removed, you may send us a counter-notice per the DMCA’s requirements.

3.5.3. It is Sensiba’s policy to terminate repeat infringers where applicable. However, note that this Site’s intended use is primarily to display Sensiba’s own content, not user content; thus, incidents of user-posted infringement should be rare.

3.6. Reservation of Rights: All rights not expressly granted to you in these Website Terms are reserved by Sensiba. Unauthorized use of the Site or Content may violate copyright, trademark, and other laws. We may terminate the limited license granted to you at any time if you violate these Website Terms.

4. User Conduct and Acceptable Use

4.1. By using the Site, you agree NOT to engage in any of the following prohibited activities (the “Acceptable Use Rules”):

4.1.1. No Illegal Conduct: Do not use the Site in any manner that violates any law or regulation, or to advocate, promote, or assist any unlawful act. This includes committing or encouraging criminal offenses or fraud.

4.1.2. No Security Violations: Do not attempt to interfere with the Site’s proper operation or security. For example, you must not transmit any virus, Trojan horse, worm, logic bomb or other material that is malicious or technologically harmful. You must not attempt to gain unauthorized access to any portion of the Site, the server on which the Site is hosted, or any server, computer, or database connected to the Site. You agree not to attack the Site via a denial-of-service attack or distributed denial-of-service attack.

4.1.3. No Disruption: Do not interfere with or disrupt the Site or the networks or servers connected to the Site. This includes not overloading the Site with excessive traffic (e.g., using bots or scripts to spam pages) and not using any device, software, or routine that interferes with the Site’s functionality.

4.1.4. No Unauthorized Data Collection: Do not use any robot, spider, crawler, scraper, artificial intelligence, or other automated means to access the Site or extract data, except search engines accessing solely for creating publicly available search indices. You also agree not to harvest or collect information about other users of the Site (including email addresses) without their consent.

4.1.5. No Improper Use of Content: Do not use the Content for competitive purposes or in any way that harms our business. In particular, you must not copy or use any Content to create a competing database, website, publication, or service. You also must not use the Site to advertise or solicit others to purchase any product or service, or to recruit personnel, without our prior consent.

4.1.6. No Misrepresentation or Impersonation: Do not impersonate Sensiba, any Sensiba employee, or any other person or entity, or falsely state or misrepresent your affiliation with any person or entity. You must not use the Site in a manner that could cause confusion that you or any website or account you control is associated with Sensiba.

4.1.7. No Harmful or Objectionable Content: Do not post or transmit any material on or through the Site that is unlawful, fraudulent, defamatory, abusive, harassing, obscene, vulgar, offensive, pornographic, libelous, invasive of another’s privacy, hateful, or otherwise objectionable. This includes any content that promotes discrimination or violence against any person or group, or that is otherwise unprofessional or not aligned with our values as a B Corporation (e.g., hate speech is strictly prohibited).

4.1.8. No Infringement of Rights: Do not upload, post, or transmit any content that infringes or violates the intellectual property or privacy rights of others. For example, do not post content you do not have the right to use, or any confidential information of others.

4.1.9. No Unauthorized Access: Do not access or search the Site by any means (automated or otherwise) other than our currently available, published interfaces, or in a manner that exceeds your authorized access (e.g., accessing non-public areas).

4.1.10. No Commercial Exploitation: Do not use the Site to advertise or sell any goods or services (other than legitimate inquiries about Sensiba’s services) or to conduct or forward surveys, contests, pyramid schemes, or chain letters without our express permission.

4.1.11. No Soliciting of Firm Personnel: The contact information on the Site is provided to facilitate business inquiries and communication. You agree not to use it to send unsolicited marketing messages or spam to Sensiba or any of its employees.

4.2. This list of prohibited activities is not exhaustive. Any conduct that we determine (in our sole discretion) restricts or inhibits anyone from using or enjoying the Site, or which harms Sensiba or our clients, partners, or the public, is a violation of these Website Terms.

4.3. Enforcement: We reserve the right to monitor usage of the Site (but have no obligation to do so) and to investigate and take appropriate action against any user who, in our judgment, violates the Acceptable Use Rules or any other provision of these Website Terms. Such action may include terminating your access to the Site, reporting you to law enforcement authorities, and/or taking legal action against you. You agree to cooperate with any reasonable requests we make to investigate and verify your compliance with these Website Terms.

5. User Submissions and Feedback

5.1. User Content: Our Site currently may allow users to submit information via contact forms, subscribe to newsletters, register for events, or similar interactions. It is not a forum for public postings or user- generated content. If our Site offers any ability for you to post comments, upload files, or otherwise provide content (“User Content”), you agree that any such User Content will comply with the Acceptable Use Rules and provisions in Section 4. We would also have the right, but not the obligation, to monitor, edit, or remove any User Content at our discretion for any reason.

5.2. Non-Confidentiality of Submissions: Except as otherwise provided in our Privacy Policy, any information or material you submit to the Site is considered non-confidential and non-proprietary to you. This means we may use, reproduce, or disclose it freely for any purpose. Do not send us any information through the Site that you consider confidential or proprietary to yourself or others, unless explicitly requested by us as part of a secure client engagement process.

5.3. Feedback and Suggestions: If you provide us with any ideas, suggestions, or feedback about the Site or our services (“Feedback”), you acknowledge that such Feedback is given voluntarily and without any expectation of compensation or confidentiality. We will be free to use and implement any Feedback in our discretion without obligation to you. You hereby grant Sensiba a perpetual, irrevocable, worldwide license to use, modify, and incorporate into the Site or our services any Feedback you provide, without any duty to account to you.

5.4. License Grant by You: For any content that you do submit or post to the Site, you grant Sensiba a non-exclusive, royalty-free, perpetual, irrevocable, sublicensable and transferable license to use, reproduce, distribute, prepare derivative works of, and display that content in connection with operating the Site and our business. You represent that you have all necessary rights to grant this license, and that our exercise of the license will not infringe or violate any third-party rights.

5.5. No Endorsement: If our Site in the future displays content provided by users or third parties, we do not endorse or guarantee the accuracy of such content. Any opinions expressed in user contributions are solely those of the author and do not reflect Sensiba’s views. We will not be liable for any errors or omissions in content posted by any user or for any loss or damage arising from reliance on it.

6. Privacy and Data Protection

6.1. Your use of the Site is also governed by our Privacy Policy, which is hereby incorporated into these Website Terms by reference. The Privacy Policy explains what information we collect about you, how we use it, and your rights regarding your personal data. By using the Site, you consent to the collection, use, and sharing of information about you as described in the Privacy Policy.

6.2. In particular, our Site uses cookies and similar tracking technologies. For details, please review our Privacy Policy. By using the Site, you agree that we can place cookies on your device and use other means to collect and use your data in accordance with our Privacy Policy. You can adjust your browser settings or use our cookie consent tool to manage cookies, but certain features may not function properly without them.

6.3. If you are a California resident, our Privacy Policy also describes your rights under the California Consumer Privacy Act (“CCPA”) and how you can exercise them via the Exercise Your Rights link in our website footer. If you are in the European Economic Area or other regions with data protection laws, please see the Privacy Policy section that applies to you.

6.4. We implement reasonable and appropriate security measures to protect your personal information as described in our Privacy Policy. However, we cannot guarantee absolute security. You acknowledge that any information you transmit online has some risk. We will not be liable for any unauthorized access or breach that is beyond our control, and by using the Site you assume the risk that any data you provide could be accessed by third parties despite our safeguards.

6.5. If you have questions about our privacy practices, please review the Privacy Policy or contact us at legal@sensiba.com.

7. Third-Party Websites and Tools

7.1. Links to Other Sites: For your convenience, our Site may contain hyperlinks (“links”) to websites or resources that are operated by third parties not controlled by Sensiba (collectively “Linked Sites”). When you click on one of these links, you are leaving our Site. Be aware that the terms and privacy policies of those Linked Sites will govern your use of them, not Sensiba’s Website Terms or Privacy Policy. We have no control over the content or practices of any Linked Sites, and we do not endorse or assume any responsibility for them. This includes the accuracy, completeness, timeliness, or availability of any information, products, or services on Linked Sites. You agree that we are not liable for any loss or damage that may arise from your use of any Linked Site. If you decide to access any third-party site linked from our Site, you do so entirely at your own risk and subject to the terms and conditions of use for such site.

7.2. Third-Party Integrations: Our Site may integrate or provide functionality from third-party services. We may use third-party platforms for event registrations, surveys, or client portal logins. We may embed content like maps, videos, or social media feeds. Such features are provided for your convenience and may involve interactions with the third-party provider. Any use of third-party platforms or embedded content is subject to those third parties’ terms of service and privacy policies. Sensiba is not responsible for the acts or omissions of such third-party service providers. Additionally, inclusion of any third-party integration or content does not imply that Sensiba endorses the third party or their services. If you believe a third-party link or feature on our Site is inappropriate or faulty, please contact us and we will review it.

7.3. External References: Any reference on the Site to any third-party product, service, or publication (including any description or hyperlink) does not constitute or imply an endorsement or recommendation by Sensiba. Third-party trademarks, trade names, and logos that appear on the Site are the property of their respective owners and are used by Sensiba only to refer to those parties or their services. Sensiba does not claim ownership of those marks.

8. Accessibility

8.1. Sensiba is committed to making our Site accessible to everyone, including people with disabilities. We strive to design and maintain the Site in conformance with generally recognized guidelines such as the Web Content Accessibility Guidelines (“WCAG”). If you have trouble accessing any content or functionality on this Site, please contact us at info@sensiba.com. We will work with you to provide the information or service you need through an alternative method.

8.2. For more information, please see our Website Accessibility Statement which is incorporated herein by reference. Sensiba welcomes feedback on how to improve the Site’s accessibility for all users.

9. Disclaimer of Warranties

9.1. YOUR USE OF THE SITE IS AT YOUR OWN RISK. The Site and all Content, features, and services made available through the Site are provided on an “AS IS” and “AS AVAILABLE” basis, without any warranties of any kind, either express or implied. To the fullest extent permitted under applicable law, Sensiba disclaims all warranties, express or implied, with respect to the Site and Content, including but not limited to:

9.1.1. Implied warranties of merchantability, fitness for a particular purpose, and non-infringement: We make no warranty that the Site will meet your requirements or achieve any intended results.

9.1.2. Warranty of accuracy or completeness: We do not warrant that any content is accurate, complete, or up to date. The information on the Site may contain errors or omissions and may be updated or changed without notice. Sensiba has no obligation to update any Content (though we may do so from time to time).

9.1.3. Warranty of availability and security: We do not guarantee that the Site will be available at any given time or without interruption, or that the Site will be secure or free from bugs, viruses, errors, or other harmful components. While we employ safeguards, no method of transmission over the Internet or electronic storage is one hundred percent (100%) secure or error-free.

9.1.4. No warranty arising from communications: No advice or information, whether oral or written, obtained by you from Sensiba or through the Site shall create any warranty not expressly stated in these Website Terms. You assume all responsibility for any decisions you make based on information obtained through the Site.

9.2. If you are dissatisfied with the Site or any Content, your sole remedy is to stop using the Site. We disclaim any liabilities for any actions you take or do not take based on the Site. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you. In such cases, any implied warranties are limited to the minimum duration and scope permitted by law.

10. Limitation of Liability

10.1. Exclusion of Certain Damages: To the maximum extent permitted by law, in no event shall Sensiba, its affiliates, or their respective partners, principals, members, managers, employees, agents or suppliers be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages whatsoever arising out of or in connection with your use of (or inability to use) the Site or the Content, even if we have been advised of the possibility of such damages. This exclusion includes, without limitation, damages for lost profits, lost revenue, loss of business opportunity, loss of goodwill, loss of data, or business interruption. It also includes any damages caused by viruses or other technologically harmful material that may infect your computer equipment or other property due to your access of the Site or any Linked Site.

10.2. Cap on Direct Damages: Sensiba’s total cumulative liability to you for any direct damages or losses, whether in contract, tort, negligence, strict liability, or any other theory, shall not exceed the greater of $100 USD. In many cases, this will be zero, as use of the general Site is typically free of charge.

10.3. No Liability for Third-Party Causes: Sensiba shall not be responsible or liable for any failure or delay in the performance of its obligations that is caused by circumstances beyond our reasonable control (including, but not limited to, internet outages, hosting provider failures, telecommunications failures, force majeure events, etc.). Additionally, we are not liable for any acts or omissions of third parties, including any third-party platforms or Linked Sites (see Section 7) or for any disputes or issues arising between you and other users or third parties.

10.4. Basis of the Bargain: You acknowledge that Sensiba has offered the Site and set its Site Content free of charge (or low cost) in reliance on the disclaimers of warranty and the limitations of liability set forth herein, and that these form an essential basis of the bargain between you and Sensiba. You agree that the above limitations of liability are fair and reasonable given the nature of the Site and the relatively small risks involved in its use compared to the significant benefits it provides.

10.5. Exceptions: Nothing in these Website Terms shall limit or exclude Sensiba’s liability for any liability that cannot be limited or excluded by law. In those jurisdictions, our liability will be limited to the smallest degree permitted by law. Furthermore, if you are a consumer in a jurisdiction that prohibits the limitation of certain rights, nothing herein is intended to limit your statutory rights beyond what is legally permissible.

10.6. Application to Site Use Only: The limitations and exclusions in this Section 10 apply only to your use of the Site and Content under these Website Terms. They do not apply to any professional services you may receive from Sensiba under a separate Agreement. Any liability relating to such services will be governed by the terms of the engagement letter or applicable law, not by these Website Terms.

11. Indemnification

11.1. You agree to defend, indemnify, and hold harmless Sensiba, its affiliated entities, and each of their respective partners, principals, members, managers, employees, and agents (the “Indemnified Parties”), from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your use of the Site or Content in violation of these Website Terms; (b) your breach of any provision of these Website Terms, including but not limited to the Acceptable Use Rules in Section 4; (c) any User Content or Feedback you provide; or (d) your violation of any law or regulation or of any third party’s rights in connection with your use of the Site.

11.2. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. In that case, you agree to cooperate with our defense of that claim and you may not settle the matter without our prior written consent. This indemnity obligation will survive termination or expiration of these Website Terms and your use of the Site.

12. Termination; Survival

12.1. Termination by Sensiba: We reserve the right to suspend or terminate your access to all or part of the Site at any time, with or without cause, with or without notice, effective immediately. We may do so for any reason in our discretion, including if we believe you violated any provision of these Website Terms, or if we decide to discontinue the Site or any portion of it. Sensiba shall not be liable to you or any third party for any such suspension or termination of your access.

12.2. Your Right to Stop Using: You may stop using the Site at any time. If you wish to delete any account credentials or personal data you provided, you may contact us as described in our Privacy Policy or simply discontinue use of the Site (and unsubscribe from communications). Please note that even if you stop using the Site, these Website Terms will remain in effect with respect to your past use and anything that occurred during the time of your use.

12.3. Effect of Termination: Upon any termination of these Website Terms or your access, the rights and licenses granted to you will immediately end and you must cease all use of the Site and Content. The following sections of these Website Terms will survive termination or expiration and remain in effect:  Section 3 (Intellectual Property), Section 4 (Acceptable Use), Sections 5.2-5.5 (Submissions and Feedback), Section 9 (Disclaimers), Section 10 (Liability Limits), Section 11 (Indemnity), 12.3 (Survival), Section 13 (Disputes), and Section 14 (General Provisions), as well as any other provision that by its nature should survive termination (e.g., any licenses granted to us, or any waiver or releases).

13. Dispute Resolution and Governing Law

13.1. Governing Law: These Website Terms and any dispute arising out of or relating to the Site or these Website Terms (“Dispute”) shall be governed by and construed in accordance with the laws of the State of California, U.S.A., without giving effect to any choice-of-law or conflict-of-law provision (of that or any other jurisdiction) that would result in the application of the laws of a different jurisdiction. However, if you are accessing the Site as a consumer in a jurisdiction that mandates the application of that jurisdiction’s laws (e.g., consumer protection laws) notwithstanding a contract provision selecting another law, then that mandatory law may apply to the extent required.

13.2. Jurisdiction and Venue: Subject to the Arbitration provision in Section 13.3 below, any action or proceeding arising out of or relating to these Website Terms or the Site shall be brought exclusively in the state or federal courts located in San Jose, California. You and Sensiba each irrevocably consent to the personal jurisdiction of, and venue in, such courts, and waive any objection based on inconvenient forum (forum non-conveniens) or any other jurisdictional grounds. Notwithstanding the foregoing, we retain the right to seek injunctive or equitable relief in any competent jurisdiction if necessary to protect our confidential information or intellectual property rights (as an exception to the arbitration requirement, if applicable).

13.3. Arbitration Agreement:

13.3.1. Agreement to Arbitrate: You and Sensiba agree that any Dispute (defined above) shall be resolved through final and binding arbitration, instead of court litigation, to the fullest extent permitted by law. This includes disputes arising out of or relating to the Site, these Website Terms, any service or content obtained through the Site, or the validity or scope of this arbitration clause.

13.3.2. Exceptions: Either party may seek temporary injunctive relief in a court of law in aid of arbitration or to prevent imminent misuse of the Site, intellectual property, or confidential information (as noted in Section 13.2).

13.3.3. Opt-Out Right: If you do not wish to agree to this arbitration clause, you must notify us in writing within thirty (30) days of first accepting these Website Terms, either by email at legal@sensiba.com, with the subject “Website Arbitration Opt-Out.” Include your name and a clear statement that you opt out of this arbitration agreement. Opting out will not affect any other provisions of these Website Terms. If you opt out, or if this clause is found unenforceable, you and Sensiba agree to the exclusive jurisdiction of the courts specified in Section 13.2.

13.3.4. Procedures: If a Dispute arises and you or we elect to arbitrate, the disputing party must send to the other a written Notice of Dispute (“Notice”). The Notice to Sensiba should be sent to the address listed in Section 14.7, below, and a courtesy copy by email to legal@sensiba.com. The Notice must describe the nature and basis of the dispute and the specific relief sought. We each agree to negotiate in good faith to resolve the dispute informally for at least sixty (60) days from Sensiba’s receipt of Notice before initiating arbitration.

13.3.5. If we cannot resolve the dispute informally, arbitration shall be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (if you are an individual using the Site for personal or household use) or Commercial Arbitration Rules (if not), as applicable, except as modified by these Website Terms. You can find AAA’s rules at www.adr.org. If AAA is unavailable or refuses to arbitrate, we will agree on an alternative arbiter or court will appoint one.

13.3.6. Arbitration Location: The arbitration shall take place in San Jose, California (unless you and we agree to a different location).

13.3.7. Fees and Costs: Payment of all filing, administration, and arbitrator fees will be governed by AAA’s rules. Each party will bear its own filing, administration, and arbitration fees as well as attorneys’ fees and costs, unless the arbitrator awards fees and costs to the prevailing party under applicable law or under Section 11 (Indemnification) above. If one party prevails on the claims raised in the arbitration, the arbitrator shall award that party its reasonable attorneys’ fees and costs (including arbitration fees).

13.3.8. Authority of Arbitrator: The arbitrator shall have authority to award any relief that a court of competent jurisdiction could award under law, subject to the liability limitations and waivers in these Website Terms. However, the arbitrator shall have no authority to conduct a class arbitration or to issue relief applying beyond the individual parties involved. The arbitrator’s award shall include a written statement of reasons if requested by a party. The arbitrator’s decision shall be final and binding, except for any right of appeal provided by the AAA, and judgment on the award may be entered in any court of competent jurisdiction.

13.3.9. Waiver of Class Actions: You and Sensiba agree that any proceedings to resolve or litigate any dispute shall be conducted solely on an individual basis and not in a class, consolidated, or representative Action. You further agree that the arbitrator may not consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding. You hereby waive your right to participate in any class, collective, or representative lawsuit or arbitration against us. If a court or arbitrator determines that the class action waiver in this Section is unenforceable with respect to any particular claim, then that claim (and only that claim) must proceed in court (not arbitration) and be litigated individually, and any portion of the arbitration clause that remains enforceable shall continue to cover other claims. If you opt out of arbitration as permitted above, this class action waiver provision will not apply to you.

13.4. Severability: If any part of this Dispute Resolution section (Section 13) is ruled to be invalid or unenforceable, the remainder shall remain in effect to the maximum extent permissible, except as specifically provided in Section 13.4 regarding the class waiver.

14. General Provisions

14.1. Entire Agreement: These Website Terms, including any documents incorporated by reference and any engagement agreements if you later become a client, constitute the entire agreement between you and Sensiba with respect to your use of this Site, and supersede all prior and contemporaneous understandings, agreements, representations, and warranties (whether written or oral) with respect to the Site. In case of conflict between these Website Terms and any engagement letter or other agreement with Sensiba, the latter (signed agreement) will control for the services in question, and these Website Terms will control for general Site usage.

14.2. Amendments & Waivers: Any amendment or modification of these Website Terms (other than updates posted by Sensiba as described in the intro section) must be in writing and signed by an authorized representative of Sensiba. The failure by Sensiba to enforce any provision or right of these Website Terms shall not constitute a waiver of future enforcement of that or any other provision. Similarly, any waiver by you of any Website Terms must be in a signed writing and, if the waiver is granted, it does not mean you have a continued or future waiver of that term.

14.3. Severability: If any provision of these Website Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, that provision shall be eliminated or limited to the minimum extent necessary so that the remaining provisions of the Website Terms will continue in full force and effect. In other words, the invalid part will be severed and the rest of the agreement stands, unless removal of the invalid part substantially frustrates the purpose of these Website Terms.

14.4. Assignment: You may not assign or transfer these Website Terms or any rights or obligations herein without Sensiba’s prior written consent. Any attempted assignment by you in violation of this provision is null and void. Sensiba may assign or transfer these Website Terms (in whole or in part), or any rights and obligations hereunder, to any affiliate or in connection with a merger, acquisition, reorganization, or sale of assets, or by operation of law or otherwise, and you hereby consent to such assignment. These Website Terms shall be binding upon and inure to the benefit of the parties and their permitted successors and assigns.

14.5. No Third-Party Beneficiaries: These Website Terms are for the benefit of you and Sensiba (and our successors and assigns). Except as expressly provided in these Website Terms with respect to Indemnified Parties (each of which is expressly an intended third-party beneficiary of the Indemnification clause with rights to enforce it), there are no other third-party beneficiaries. No third party (such as a client of yours or a business partner of ours) can enforce any portion of these Website Terms.

14.6. Relationship of the Parties: You agree that no joint venture, partnership, employment, or agency relationship exists between you and Sensiba as a result of these Website Terms or your use of the Site. You are independent and simply a Site user.

14.7. Notices: Sensiba may provide notices or communications to you by email to any address you provide or by posting on the Site. Official notices to Sensiba (such as legal, contractual notices or complaints) should be sent to: Sensiba LLP, Attn: Legal, 2700 Camino Ramon, Suite 140, San Ramon, California 94583, with a courtesy copy via email to legal@sensiba.com. If you have general questions about these Website Terms, you may contact us at info@sensiba.com. Electronic notices are deemed received twenty-four (24) hours after sending/emailing or posting, unless the sender is notified that the address is invalid (in which case we may use other means).

14.8. Headings and Interpretation: The section titles and headings in these Website Terms are for convenience only and have no legal or contractual effect. In these Website Terms, the word “including” (and similar words) are to be construed without limitation (as if followed by “without limitation”). Any ambiguities in interpretation shall not be construed against the drafter (these Website Terms are considered mutually drafted).

14.9. Language: These Website Terms are written in English. If we provide a translation, it is for convenience, and the English version will control in case of any conflict.

14.10. Compliance with Laws: You agree to use the Site in compliance with all applicable laws and regulations. This includes U.S. export control laws – you will not export or re-export any part of the Site or Content to any country or person prohibited by U.S. law (for example, to certain sanctioned countries or individuals). You also agree not to use the Site if you are on any U.S. government restricted party list.

14.11. Questions or Concerns; Grievance Policy: If you have any questions about these Website Terms or wish to report a violation of these Website Terms by another user, you can contact us at legal@sensiba.com. Sensiba is committed to ethical conduct. If you have a concern or complaint about our services or behavior that you wish to report, please see our Grievance Reporting Policy for instructions on how to submit a report. We take such feedback seriously and will handle it per that policy.

Thank you for reading these Website Terms. By using our Site, you signify your agreement to all of the above. We encourage you to print or save a copy of these Website Terms for your records. If you do not agree with any provision, please discontinue use of the Site.