Terms of Service

Provider: Zentrum24, LLC, 1621 Central Ave #9103, Cheyenne, WY 82001, USA ("Provider", "we", "us"). Service: ProveWise, a hosted document-management platform (the "Service"). Effective date: September 19, 2026. Version: 1.0.

By creating an account, subscribing, or using the Service, the entity you represent ("Customer", "you") agrees to these Terms.

1. The Service

1.1 We provide the Service on a subscription basis as described on our website and in your order/plan. Features may change; we will not materially reduce core functionality of a paid plan during a paid term without notice. 1.2 The Service is a software tool. It is designed to support your compliance with regulations such as 21 CFR Part 11 and EU GMP Annex 11, but it does not by itself make you compliant — compliance depends on your configuration, procedures, and use. We make no representation that use of the Service guarantees any regulatory or audit outcome.

2. Accounts, users and security

2.1 You are responsible for your tenant, your users, their credentials, and all activity under your account. Each active user occupies one purchased seat. 2.2 You must keep credentials confidential and notify us promptly of any suspected unauthorized access. 2.3 You must designate at least one administrator and keep its contact email accurate.

3. Subscriptions, fees and billing

3.1 Fees are per seat, billed monthly or annually as selected, in U.S. dollars (USD), via our payment processor (Stripe). Annual plans are billed upfront. 3.2 Adding seats is prorated; changes take effect per the plan terms shown at checkout. 3.3 Unless stated otherwise, fees are non-refundable and exclusive of taxes, which you are responsible for. 3.4 Late or failed payment may result in suspension after notice. 3.5 Where a free trial is offered, it runs for the period stated at sign-up. Unless you upgrade to a paid plan before the trial ends, access is suspended at the end of the trial and your tenant data is handled as set out in §4.3.

4. Customer data

4.1 "Customer Data" means documents, records, and other content you upload. As between the parties, you own and control Customer Data; we process it only to provide the Service and per the Privacy Policy and, where applicable, the DPA. 4.2 You are responsible for the legality of Customer Data and for having the rights to upload it. 4.3 Export & deletion. During your subscription you may export your tenant data at any time via the Service. On termination we will make Customer Data available for export for 30 days, after which we may delete it per our retention practices, subject to §4.4. 4.4 Regulated-record caveat. The Service enforces controls (e.g. an append-only audit trail) that may prevent deletion of certain records during retention periods; this is intentional and part of the compliance function.

5. Acceptable use

You will not: (a) break the law or infringe rights; (b) upload malware; (c) attempt to breach security, access other tenants' data, or circumvent limits; (d) resell the Service without authorization; (e) reverse engineer except as permitted by law.

6. Intellectual property

6.1 We and our licensors own the Service, software, and all related IP. You receive a limited, non-exclusive, non-transferable right to use the Service during your subscription. 6.2 You retain all rights in Customer Data. You grant us a limited license to host and process it solely to provide the Service.

7. Confidentiality

Each party will protect the other's non-public information with reasonable care and use it only to perform under these Terms.

8. Warranties and disclaimers

8.1 We will provide the Service with reasonable skill and care. 8.2 EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED "AS IS" AND WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT IT WILL CAUSE YOU TO PASS ANY INSPECTION OR AUDIT.

9. Limitation of liability

9.1 NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS/DATA, EVEN IF ADVISED OF THE POSSIBILITY. 9.2 EACH PARTY'S TOTAL AGGREGATE LIABILITY UNDER THESE TERMS IS CAPPED AT THE FEES YOU PAID IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. 9.3 The exclusions and cap in §§9.1–9.2 do not apply to: (a) either party's breach of its confidentiality obligations; (b) your payment obligations; (c) either party's indemnification obligations under §10; or (d) any liability that cannot be excluded or limited under applicable law.

10. Indemnification

Each party will defend the other against third-party claims arising from the indemnifying party's breach of these Terms, its violation of applicable law, or its infringement of a third party's intellectual-property or privacy rights, and will pay the damages and reasonable costs finally awarded (or agreed in settlement) for such claims. This obligation is conditioned on the indemnified party giving prompt written notice of the claim, reasonable cooperation, and control of the defense to the indemnifying party.

11. Term and termination

11.1 These Terms run for your subscription term and renew per your plan unless cancelled. 11.2 Either party may terminate for uncured material breach after 30 days' notice. 11.3 On termination your right to use the Service ends; §4.3 (export) and surviving clauses continue.

12. Changes

We may update these Terms; material changes take effect 30 days after notice. Continued use constitutes acceptance.

13. Governing law and disputes

These Terms are governed by the laws of the State of Wyoming, USA, without regard to its conflict-of-laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Laramie County, Wyoming for any dispute arising out of or relating to these Terms. If you are a consumer in the EU/EEA or UK, this choice does not deprive you of protections granted by the mandatory laws of your country of residence.

14. General

Entire agreement; no waiver by delay; severability; assignment — neither party may assign these Terms without the other's prior written consent, except to a successor in connection with a merger, acquisition, or sale of substantially all assets; notices to the account admin email and to Zentrum24, LLC, 1621 Central Ave #9103, Cheyenne, WY 82001, USA.

Contact: Zentrum24, LLC, 1621 Central Ave #9103, Cheyenne, WY 82001, USA · 307-316-6644 · Contact@Zentrum24.com.