SENTINEL OS — Terms of Service
Website: sentinel-os.ca Effective date: May 11, 2026 Version: 1.0 (Preview / Pilot) Operator: SENTINEL OS, a coalition organized under the laws of the Province of Québec, with principal place of business in Montréal, Québec, Canada (the "Operator", "SENTINEL", "we"). Languages: This English version is provided alongside a French version. Both versions are equally authoritative. In case of irreconcilable ambiguity for a Québec consumer, the French version prevails to the extent required by the Charter of the French Language (CQLR c C-11) and the Consumer Protection Act (CQLR c P-40.1, "LPC").
1. Acceptance, Capacity and Electronic Signature
1.1 What you accept
By accessing or using sentinel-os.ca (the "Site"), submitting the waitlist form, clicking "I agree", creating an account on the linked preview environment at sentinel-trader.vercel.app, or using any SENTINEL OS service (collectively, the "Services"), you agree to these Terms of Service (the "Terms"). If you do not agree, do not use the Services.
1.2 Capacity
You represent and warrant that you are at least eighteen (18) years of age; that you have full authority to bind any legal entity on whose behalf you accept; that you have not been previously suspended; and that you are not on any U.S. OFAC, Canadian SEMA, or comparable consolidated sanctions list.
1.3 Electronic acceptance equivalence
You consent to transact electronically. Your click, tap, typed name, or continued use of the Services constitutes a legally binding signature under U.S. ESIGN (15 U.S.C. §§ 7001 et seq.), UETA, PIPEDA Part 2 s. 31, and the Québec Act to establish a legal framework for information technology (CQLR c C-1.1).
1.4 Consumer reservation (Québec)
Nothing in these Terms shall be construed to waive a right granted to a "consumer" by the LPC where the user qualifies as such. The Services are designed for business use only.
2. Service Description and Scope
2.1 The Site
sentinel-os.ca is an informational marketing property: public pages, a waitlist form, outbound links.
2.2 The SaaS preview
A separate, authenticated environment governed by a distinct Master Services Agreement and Data Processing Addendum. Functionality: auction scanning, automated bidding under dealer-controlled velocity caps, dispatch coordination, photo-based damage detection, e-BOL, invoicing, IFTA assistance, voice assistant, Stripe Connect driver wallet, marketplace cross-listing.
2.3 Scope boundary
These Terms govern the Site and waitlist. SaaS use requires the SaaS MSA at account creation; where the SaaS MSA conflicts with these Terms, the SaaS MSA prevails for SaaS usage.
2.4 Preview stage
The Services are in private preview. Features, pricing, availability and APIs may change. No production-level reliance is warranted during preview.
3. Account, Credentials and Security
3.1 Credentials
You are responsible for credential confidentiality. MFA recommended; required for SaaS production accounts.
3.2 No shared logins
Unique account per individual.
3.3 Prohibited technical conduct
No reverse-engineering, scraping, rate-limit circumvention, malware introduction, unauthorized security testing, or use of the Services to train a competing model.
4. Artificial-Intelligence Agents — Disclaimers and Allocations of Risk
This Section 4 is operationally consequential. Read it carefully.
4.1 Nature of AI outputs
SENTINEL operates autonomous and semi-autonomous agents (the "Agents"). Agent outputs are statistical predictions and operational suggestions, not financial, legal, fiduciary or professional advice. SENTINEL is not your fiduciary, broker-dealer, registered investment adviser, customs broker, or transportation lawyer.
4.2 Dealer-controlled velocity caps and kill switches
Agent autonomy is bounded by dealer-controlled velocity caps (per-minute, per-hour, per-day) which you configure. Triple-verified bidding requires three independent inference paths to converge. You are solely responsible for the caps and thresholds you configure.
4.3 Auction commitments are yours
Bids placed through the Services, once accepted by an auction venue, are binding on you as the purchasing dealer. SENTINEL is not a party to any sale contract.
4.4 Cryptographic audit log
Every Agent decision is signed RSA-4096 and written to an append-only audit log retained seven (7) years. The log is evidentiary; you waive objection to admissibility based on electronic origin alone, subject to applicable rules of evidence.
4.5 Voice cloning consent
The "Mira" voice persona is generated with documented vocal-talent consent. Where you upload voice content of identifiable persons, you represent that you have obtained their written, informed consent. You will not use voice features to impersonate third parties, defraud, or violate biometric-privacy statutes (including Illinois BIPA and Quebec Law 25).
4.6 Statistical accuracy disclaimer
Auction price predictions, profitability scores, damage classification, ETA estimates and demand forecasts are derived from ML models. No accuracy level is warranted. Historical performance is not indicative of future results.
5. Acceptable Use
You shall not use the Services to: launder proceeds or finance terrorism (FINTRAC applies); handle stolen vehicles (you will run a VIN check); tamper with odometers (a violation of the Motor Vehicle Safety Act (Canada) and the U.S. Federal Odometer Act, 49 U.S.C. § 32705); export vehicles in violation of OFAC, SEMA, or related Canadian export controls; solicit or harass counterparties; submit forged DVIR or HOS records; resell or sublicense the Services without our written agreement.
We may suspend access immediately for suspected violations.
6. Pricing, Billing and Taxes
6.1 Preview pricing
During the design-partner pilot cohort, the Services are offered free of monetary charge. In exchange, design partners agree to structured feedback and anonymized usage analytics per §8.4.
6.2 Future pricing
Post-pilot pricing is expected to begin at CAD 2,500 per month for the SMB tier, with usage-based add-ons. We reserve the right to set, change, and tier pricing on 30 days' written notice before any paid charges accrue.
6.3 Auto-renewal
Paid subscriptions auto-renew unless cancelled at least 30 days before renewal. We will send a renewal reminder at least 30 days before each renewal.
6.4 Stripe Connect
Driver wallets and payouts use Stripe Connect. You and your drivers must accept Stripe's Connected Account Agreement. SENTINEL is not a money-services business and does not hold funds.
6.5 Canadian sales tax
Charges are exclusive of taxes. We collect and remit GST/HST, QST, and provincial PST/RST as applicable.
6.6 Currency
Billing in CAD or USD at your election. FX set by Stripe at charge.
6.7 Disputed charges
Notify us within 60 days. We investigate in good faith within 15 business days.
7. Cancellation, Refunds and Data Retention on Exit
7.1 Pilot cancellation
30 days' written notice to legal@sentinel-os.ca. No refund — no charges accrue.
7.2 Post-pilot refunds
Pro-rata refund of pre-paid, unused fees if we materially breach the SLA (Section 10) and fail to cure within 30 days of written notice.
7.3 Account deletion timeline
30-day soft-deletion during which you may reactivate or export. After 30 days, identifying data is purged within an additional 15 days, except: audit log (7 years, §4.4); tax records (typically 6–7 years); backups (overwritten on 90-day cycles).
8. Intellectual Property and Data
8.1 SENTINEL IP
The Services, software, models, prompts, designs, documentation, trademarks and brand are owned by the Operator. Non-exclusive, revocable, non-transferable licence to use per these Terms.
8.2 Customer Content
You retain ownership of Customer Content (data, photos, VINs, route info, voice samples). You grant SENTINEL a non-exclusive, worldwide, royalty-free licence solely to provide and improve the Services.
8.3 Photos for damage detection
Identifiable faces are blurred prior to retention beyond 30 days.
8.4 Model improvement and opt-out
We may train on anonymized and aggregated data. You may opt out at any time at legal@sentinel-os.ca; opt-out applies prospectively. Raw Customer Content is never used for third-party-benefiting models without your opt-in.
8.5 Feedback
Feedback you provide is non-confidential; we may use it without restriction.
9. Data Ownership, Portability and Residency
9.1 Ownership
You own your Customer Content. We act as data processor (and where applicable, service provider under CCPA/CPRA).
9.2 Portability
CSV and JSON export within 30 days on written request, free of charge for reasonable volumes.
9.3 Residency
Primary storage Canada (Supabase Toronto/Montréal). Processing in the United States for Vercel edge, Stripe, Anthropic, ElevenLabs, Twilio, Sentry, and AWS us-east-1 burst capacity, governed by standard contractual safeguards and a Loi 25 PIA.
10. Service Availability and SLA
10.1 Target uptime
99.5% monthly availability during preview, excluding scheduled maintenance and force majeure.
10.2 Maintenance
Planned: Saturdays 02:00–06:00 ET. Ad-hoc with 48 h notice (except security hot-patches).
10.3 Force majeure
Cloud-provider outages, nation-state cyberattacks, war, pandemic, governmental order, undersea cable failure, geomagnetic events.
11. Warranties and Disclaimers
11.1 Express limited warranty
We warrant that we will perform the Services in a professional and workmanlike manner.
11.2 General disclaimer
EXCEPT AS STATED IN §11.1, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ACCURACY, OR ABSENCE OF DEFECTS.
11.3 Predictive output disclaimer
Auction price predictions, profitability scoring, ETA, demand radar outputs and ML classifications are non-guaranteed statistical estimates.
11.4 Québec consumer carve-out
Nothing in §11 limits warranties that cannot be waived under LPC ss. 37–38 where they apply.
12. Limitation of Liability
12.1 Cap
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE FEES PAID BY YOU TO SENTINEL IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR (B) FIVE THOUSAND CANADIAN DOLLARS (CAD $5,000).
12.2 Exclusion of indirect damages
NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, LOST GOODWILL OR BUSINESS INTERRUPTION.
12.3 Carve-outs
§12.1–12.2 do not apply to: gross negligence; wilful misconduct; indemnification under §13; infringement of the other party's IP rights; breach of confidentiality (§14); amounts owed to third parties under Stripe Connect; liabilities that cannot be limited under mandatory law (notably LPC s. 10 in Québec).
13. Indemnification
13.1 By Customer
You will defend and indemnify SENTINEL against third-party claims arising from: (a) your Customer Content; (b) your violation of §5 (Acceptable Use), §4.5 (Voice consent), or §8 (IP); (c) your auction commitments; (d) your tax obligations; (e) DOT/FMCSA/Transport Canada violations attributable to your drivers or operations.
13.2 By SENTINEL
We will defend and indemnify you against third-party claims that the Services, as provided and used per these Terms, infringe a third party's Canadian or U.S. patent, copyright or trademark. Remedies: procure a licence, modify the Services, or terminate and refund pre-paid unused fees.
13.3 Procedure
The indemnified party shall notify promptly, grant sole control of defence and settlement, and cooperate reasonably.
14. Confidentiality
Each party will protect the other's Confidential Information with at least the same degree of care it uses for its own (and no less than reasonable care). Obligations survive five (5) years after termination, except for trade secrets which survive as long as they remain trade secrets.
15. Termination
15.1 For cause
Material breach not cured within 30 days of written notice.
15.2 For convenience
30 days' written notice.
15.3 Effect
Access ceases; data is handled per §7.3; surviving sections include §§4.4, 7.3, 8, 9, 11, 12, 13, 14, 16, 21.
16. Governing Law and Dispute Resolution
16.1 Governing law
Laws of the Province of Québec and federal laws of Canada applicable therein. CISG excluded.
16.2 Venue
Exclusive venue: courts of the Judicial District of Montréal (Cour supérieure du Québec or Cour du Québec as appropriate to amount).
16.3 Three-step ADR
Before suit: (i) 30-day good-faith executive negotiation; (ii) mediation before the Canadian Commercial Arbitration Centre (CCAC); (iii) only then, litigation or arbitration per §§16.4–16.5.
16.4 U.S. users — class-action waiver and individual arbitration
If you are domiciled in the United States, you and SENTINEL waive class/collective/representative actions. Disputes resolved by individual binding arbitration under AAA Commercial Arbitration Rules, seated in New York, NY, in English. This does not apply to small-claims actions, IP injunctive relief, or claims that cannot be arbitrated under mandatory U.S. law.
16.5 Québec consumer carve-out
The class-action waiver and arbitration clause in §16.4 do not apply to any user qualifying as a "consommateur" under LPC. LPC ss. 11.1 and 271 preserved.
17. Transportation Regulatory Compliance
17.1 HOS
HOS tools assist compliance with FMCSA 49 CFR Part 395 (U.S.) and Transport Canada SOR/2005-313. The driver and motor carrier remain solely responsible. SENTINEL is not an ELD provider of record unless explicitly certified for a given fleet.
17.2 IFTA
Our IFTA module is a reporting aid, not a substitute.
17.3 DVIR
DVIRs generated through the Services do not relieve the driver of the duty to inspect in person.
17.4 Safety-critical features
Voice prompts, route planning, fatigue scoring and detention alerts are advisory. Driver judgment prevails. Safety-critical confirmation buttons are hidden above 20 km/h GPS speed; you will not defeat that lock.
18. Open-Source Notices
The Services incorporate open-source components, including (non-exhaustively): Next.js (MIT), React (MIT), Supabase libraries (Apache-2.0), PostgreSQL (PostgreSQL Licence), Node.js (MIT), TanStack Query (MIT), Tailwind CSS (MIT), Radix UI (MIT), Sentry SDK (MIT), Stripe SDK (MIT), Lucide icons (ISC).
19. Changes to Terms
We may revise these Terms. Material changes are notified 30 days in advance by email and Site banner. Continued use after the effective date constitutes acceptance. Sole remedy if you object: terminate.
20. Contact
Legal: legal@sentinel-os.ca Privacy: privacy@sentinel-os.ca Security: security@sentinel-os.ca Postal: SENTINEL OS, [postal address Montréal — to be inserted], Montréal (QC), Canada
21. Miscellaneous
Severability. If a provision is unenforceable, the remainder remains in effect. Entire agreement. These Terms (with the SaaS MSA and DPA, where applicable) constitute the entire agreement. Assignment. You may not assign without our written consent. We may assign to an affiliate, successor or in connection with a merger or sale of substantially all assets. Notices. Email to legal@sentinel-os.ca with confirmed delivery is sufficient notice. Independent contractors. The parties are independent contractors. No partnership, joint venture, agency, or employment. Waiver. A waiver must be in writing. No continuing waiver. Survival. §§4.4, 5, 7.3, 8, 9, 11, 12, 13, 14, 16, 19, 21 survive. No third-party beneficiaries. Except as expressly stated. Headings. For convenience only.