Last Updated: September 2026
These Terms and Conditions (“Terms and Conditions”) and the Satori Data Privacy Policy are Supplemental Terms of Service as referenced in the Satori Service Agreement and are to be incorporated herein or therein, each as applicable, and in effect from time to time, collectively, the “Agreement”, which sets forth the terms and conditions under which Satori will provide its technology platform and/or any other services, applications and features offered or enabled by or through Satori with respect thereto.
PLEASE READ THE ENTIRETY OF THESE TERMS CAREFULLY. By subscribing to the Services, Subscriber acknowledges and agrees that Subscriber has read and agrees to be bound by all terms of the Agreement and all applicable laws, rules and regulations. These Terms and Conditions are subject to change at any time. If Subscriber does not wish to comply with any terms of the Agreement, Subscriber should not access or use the Services.
Following the Initial Term and unless otherwise terminated, the Agreement shall automatically renew for successive one (1) year terms (each, a “Renewal Term”) until such time as a party provides the other party with a sixty (60) day written notice of termination prior to the expiration of the current term.
Satori is continually enhancing its service offering. Non-usage based enhancements are automatically included with the annual subscription and Satori subscribers are not charged for these enhancements separately. To provide these ongoing enhancements to the customer experience, Satori invoices will include a 5% increase on the annual subscription renewal rate.
Without limiting the right of a party to terminate the Agreement as provided herein, following the Initial Term a Subscriber may terminate the Agreement for convenience upon written notice to Satori with a sixty (60) day notice prior to the expiration of the current term.
If either party materially breaches any of its duties or obligations hereunder and such breach is not cured within thirty (30) calendar days after written notice of the breach, the non-breaching party may terminate the Agreement for cause with a 30-day written notice.
Upon the termination of the Agreement, Subscriber shall pay to Satori all undisputed amounts due and payable hereunder, if any, and Satori shall reimburse any prepaid fees to Subscriber, if any.
Data shall include Subscriber’s information including names, addresses, phone numbers, email addresses. Satori will keep and maintain Subscriber Data in strict confidence, using such degree of care as is consistent with industry standards and applicable law to avoid unauthorized access, use, or disclosure, and will not sell, rent, distribute, or otherwise disclose Subscriber Data. Satori will ensure that adequate provisions are taken to make the data secure from unauthorized access.
During the service period or upon the termination of the Agreement, Satori will provide Subscriber with data transfer services, as needed/requested. Data transfer will only include extract of the Subscriber Data.
Subscriber Data and Satori software, applications, data, and pricing shall be deemed to be Confidential. The parties agree to hold all Confidential Information in strict confidence and not to copy, reproduce, sell, transfer, or otherwise dispose of, give or disclose such Confidential Information to third parties other than employees, agents, or subcontractors of a party who have a need to know in connection with the Agreement. The parties agree to advise and require their respective employees, agents, and subcontractors of their obligations to keep all Confidential Information confidential.
Subscriber acknowledges that, in the course of performing the Services, Satori may use software and related processes, instructions, methods, and techniques that have been previously developed by Satori (collectively, the “Pre-existing Materials,” which includes Services) and that the same shall remain the sole and exclusive property of Satori.
Except as expressly set forth herein, no license is granted by either party to the other with respect to Confidential Information or Pre-existing Materials. Nothing in the Agreement shall be construed to grant to either party any ownership or other interest, in Confidential Information or Pre-existing Materials, except as may be provided under a license specifically applicable to such Confidential Information or Pre-existing Materials.
The provisions of this Section shall survive the termination of the Agreement.
Satori is an independent contractor with no authority to contract for Subscriber or in any way to bind or to commit Subscriber to any agreement of any kind or to assume any liabilities of any nature in the name of or on behalf of Subscriber. Under no circumstances shall Satori, or any of its staff, if any, hold itself out as or be considered an agent, employee, joint venture, or partner of Subscriber.
The Agreement shall be governed by and construed in accordance with the laws of Jamaica and the federal laws of the United States of America, without regard to its conflict of law principles.
Any claim, controversy, or dispute over services shall first be resolved by good-faith negotiation between the parties. If the matter is not resolved within sixty (60) days, the dispute shall be resolved by mediation, with the parties agreeing upon a single mediator experienced in Software as a Service issues. The Parties shall bear the cost of the mediation and the mediator equally, with each Party paying their own legal fees.
Neither party shall be liable for any indirect, special, and / or consequential damages arising out of or in connection with the Agreement. Satori’s maximum liability for any damages arising out of or related to this service agreement, whether in contract or tort, or otherwise, shall in no event exceed, in the aggregate, the total amounts actually paid to Satori during the most recent monthly period during which the event giving rise to such claim arose. This section shall survive the termination of the Agreement.
Subscriber hereby agrees to indemnify, defend, release, and hold harmless Satori and its officers, directors, employees, and agents for any damages caused by any acts or omissions constituting one or more intentional torts, or gross negligence, of the Subscriber.
Both parties agree to comply with all applicable federal, state, and local laws, executive orders and regulations issued, where applicable. Satori shall comply with Subscriber policies and procedures where the same are posted, conveyed, or otherwise made available to Satori.
Where agreement, approval, acceptance, consent or similar action by either party hereto is required by any provision of the Agreement, such action shall not be unreasonably delayed or withheld. Each party will cooperate with the other by, among other things, making available, as reasonably requested by the other, management decisions, information, approvals, and acceptances in order that each party may properly accomplish its obligations and responsibilities hereunder.
Neither party shall be liable for delays or any failure to perform the Services or the Agreement due to causes beyond its reasonable control. Such delays include, but are not limited to, fire, explosion, flood or other natural catastrophe, governmental legislation, labor difficulties, an act of war or sabotage, act of God, electrical, internet, or telecommunication outage that is not caused by either party, government restrictions (including the denial or cancellation of any license), or other events outside the reasonable control of either party.
The Satori SaaS suite is built and hosted on the Base44 platform. Base44 operates the underlying cloud infrastructure, application runtime, data storage, security, and deployment pipelines on which the Services run. Satori remains responsible for the configuration, features, and business logic of the Services, while Base44 is responsible for the availability, performance, and maintenance of the underlying platform.
In the event of a platform-level incident — including outages, data storage failures, deployment errors, or security events originating in the underlying infrastructure — Satori may escalate the matter to Base44 for technical assistance. Base44 is able to assist with diagnosing and resolving infrastructure-level issues, applying platform-level fixes, restoring service availability, and recovering affected Subscriber Data from platform backups. Satori will act as the single point of contact for Subscriber and will coordinate all escalations to Base44 on the Subscriber’s behalf.
Base44’s assistance covers the platform layer only and does not extend to custom configurations, business-process changes, or feature modifications authored by Satori. Subscriber acknowledges that resolution times for platform-level issues are subject to Base44’s service-level commitments and may depend on the severity of the underlying incident.
This Section does not alter the allocation of responsibility between Satori and Base44, nor does it create any direct contractual relationship between Subscriber and Base44. All Subscriber rights and remedies remain with Satori under the Agreement.
If you have any questions about our subscription terms and conditions, please email
sales@satoricentral.com