1. Definitions

“Platform” refers to Clarisimo, a comprehensive suite of Software as a Service applications provided by the MindTime Group, including:

• The Dynamics dashboard for organisations, trainers, coaches, and facilitators
• The Audience Platform for audience measurement and content analysis
• Clara AI agent services and related intelligent features

“MindTime” refers to the MindTime Group, which includes MindTime Holding B.V., MindTime Digital B.V., MindTime Dynamics B.V., and the MindTime Foundation

“MindTime Digital” refers to MindTime Digital B.V., the primary contracting entity for all Clarisimo services

“Client” refers to the individual or legal entity who enters into a service agreement with MindTime Digital for access to the Platform

“Services” refers to access to and use of the Platform, including any related support, consultation, AI agent assistance, or deliverables

“MindTime Survey” refers to the proprietary and scientifically validated assessment tool used across Platform applications

“Clara” refers to the AI agent integrated within the Platform to assist users and enhance functionality

2. Entity Relationship and Contracting Structure

• MindTime Digital B.V. is the exclusive service provider for all Clarisimo services
• MindTime Digital B.V. licenses software tools and methodologies from other MindTime Group entities to deliver comprehensive Platform services
• All contractual obligations, liability matters, payment processing, and legal relationships are handled exclusively through MindTime Digital B.V.

3. Access and Eligibility

• Initial access to the Platform is provided by MindTime Digital upon account creation and agreement confirmation
• For the Dynamics dashboard, MindTime key purchases can be made through the integrated payment system or via separate invoice arrangement for bulk purchases
• For the Audience Platform, access is activated upon payment receipt through manual invoicing
• Clients must be at least 18 years old and legally authorized to act on behalf of their organization
• MindTime Digital reserves the right to deny, suspend, or terminate access if these terms are violated, misuse is detected, or for any other legitimate business reason
• Different Platform components may have specific eligibility requirements which will be communicated during the onboarding process

4. Use of the Platform

• Clients are granted a limited, non-exclusive, non-transferable right to use the Platform for legitimate business purposes only
• Clients must not reverse-engineer, resell, redistribute, or exploit the Platform without express written permission from MindTime Digital
• Any user credentials, access keys, or authentication materials must be kept secure and not shared with unauthorized parties
• Clients are responsible for all activities conducted under their account credentials
• The Platform may not be used for any illegal, harmful, or unethical purposes
• API usage is subject to fair use policies and rate limiting to ensure system stability and performance for all users

5. Platform Services Overview

Dynamics Dashboard

• Designed for organisations, trainers, coaches, and facilitators
• Enables mapping of individuals, pairs, and teams using the MindTime Survey
• Supports workshops, team building, conflict resolution, and individual coaching
• Provides tools for understanding thinking styles and group dynamics

Audience Platform

• Designed for audience measurement and analysis
• Combines thinking style assessment with demographic and sentiment analysis
• Enables anonymous measurement of large groups
• Includes data visualization tools, reporting capabilities, and AI-powered content analysis
• Provides predictive insights based on thinking style data
• Enables content analysis and predictive insights about content/audience resonance

Clara AI Agent

• Integrated intelligent assistant across Platform applications
• Provides user guidance and optimization recommendations
• May operate independently in certain contexts
• A continuously learning system that adapts to user needs within session boundaries
• Maintains strict data boundaries between users and platforms as detailed in our Privacy Policy

6. Payment and Invoicing

Clarisimo Dynamics Dashboard

• Features an integrated payment system for MindTime key purchases
• Bulk purchases may be processed via separate invoice arrangement
• Payment is processed at the time of purchase for individual MindTime keys

Clarisimo Audience Platform

• The Clarisimo Audience Platform may be accessed on either a one-time or subscription basis
• All payments may be processed either through manual invoicing or, where available, via integrated online payment systems within the Platform
• Initially, access will be provisioned upon receipt of payment through manual invoicing
• MindTime Digital reserves the right to introduce automated billing and subscription management features within the Platform, and Clients may be required to complete payments through the system as such capabilities are made available
• Access to Audience Platform services will only be granted after receipt of payment unless alternative arrangements have been expressly agreed to in writing

General Payment Terms

• Invoices are payable upon receipt, unless otherwise agreed in writing
• MindTime Digital reserves the right to suspend or terminate access for overdue invoices or failed payments
• All fees are non-refundable unless explicitly stated otherwise in writing
• Payment methods and processing fees, if any, will be communicated during the purchase or invoicing process

7. Intellectual Property

• All Platform content, methods, algorithms, features, and materials are the intellectual property of the respective MindTime Group entities
• The MindTime API is owned by MindTime Holding B.V. and licensed for use in Platform applications
• The MindTime Survey and related assessment methodologies are proprietary to the MindTime Group
• Clara AI agent technology and related algorithms are owned by MindTime Digital B.V.
• Clients retain ownership of any proprietary content they upload but grant MindTime Digital a non-exclusive license to use such content solely for delivering the Services
• Upon termination, Clients retain ownership of their content and configurations, subject to data retention policies outlined in our Privacy Policy
• Clients may not extract, reproduce, or reverse-engineer any proprietary methodologies or algorithms

8. Data Privacy and Confidentiality

• MindTime Digital processes all data in accordance with its Privacy Policy and applicable data protection regulations (GDPR)
• All client data and interactions are treated as confidential and will not be accessed, shared, or used by MindTime Digital except as necessary to provide Services or as legally required
• Survey responses and assessment results are handled with particular care to protect individual privacy
• Anonymous data may be used in aggregate form for research and Platform improvement purposes
• Clara AI agent interactions are subject to the same confidentiality standards and maintain strict session boundaries as detailed in our Privacy Policy
• For specific details about data collection, use, retention, and your rights, please refer to our comprehensive Privacy Policy

9. Disclaimers and Limitation of Liability

• The Platform is provided “as is” without warranties of any kind, express or implied, including but not limited to merchantability, fitness for a particular purpose, or non-infringement
• MindTime Digital makes no guarantees regarding the accuracy, reliability, or completeness of assessment results or AI-generated insights
• MindTime Digital is not liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, data loss, or business interruption
• Total liability under these Terms is limited to the total fees paid by the Client in the three (3) months immediately preceding the claim
• This limitation applies regardless of the legal theory upon which the claim is based

10. Termination

• The Client may terminate their use of the Platform at any time by providing written notice and ceasing all access and usage
• MindTime Digital may suspend or terminate access to the Platform at any time and with immediate effect in the event of material breach of these Terms, non-payment, or other legitimate business reasons
• Upon termination by either party, the Client’s access to the Platform will be revoked, and all Client data will be securely deleted within ninety (90) days, unless otherwise agreed in writing or required by law
• Specific data retention and deletion timelines are detailed in our Privacy Policy
• Termination does not affect any accrued rights or obligations of either party as of the effective date, including outstanding payment obligations or provisions intended to survive termination

11. Modifications to Terms

• MindTime Digital may update these Terms from time to time to reflect changes in services, legal requirements, or business practices
• Clients will be notified of material changes via email or Platform notifications at least 30 days prior to the effective date
• Continued use of the Platform after the effective date of any modifications will constitute acceptance of the updated Terms
• If Client does not agree to the modified Terms, they must cease use of the Platform immediately and may terminate their account. Continued use despite disagreement will be deemed acceptance

12. Service Availability

• MindTime Digital aims to provide reliable, commercially reasonable, continuous access to the Platform, but does not guarantee uninterrupted availability
• The Platform may be unavailable due to maintenance, updates, or unexpected technical issues
• MindTime Digital will make reasonable efforts to provide at least 24 hours advance notice of scheduled maintenance via email or Platform notifications
• Emergency maintenance may be performed without advance notice when necessary for security or system stability
• MindTime Digital will make reasonable efforts to restore access promptly following any unplanned outages
• No uptime guarantees or remedy commitments apply unless explicitly agreed to in a separate written service level agreement (SLA)

13. Force Majeure

• Neither party shall be liable for any failure or delay in performance under these Terms due to events beyond their reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, government actions, or internet/telecommunications failures
• The affected party must promptly notify the other party and use reasonable efforts to mitigate the impact
• If a force majeure event continues for more than 60 days, either party may terminate these Terms with written notice

14. Export Control and Compliance

• Client acknowledges that the Platform may be subject to export control laws and regulations
• Client agrees to comply with all applicable laws and regulations regarding the use and export of the Platform and related technology
• Client represents that they are not located in, or a national of, any country subject to applicable trade sanctions or export restrictions

15. Governing Law and Dispute Resolution

• These Terms are governed by and construed in accordance with the laws of the Netherlands, without regard to its conflict of laws principles
• Any disputes will first be addressed through good-faith negotiation for a period of 30 days
• If unresolved through negotiation, the parties agree to the exclusive jurisdiction of the courts in Amsterdam, The Netherlands
• Nothing in this section prevents either party from seeking injunctive or equitable relief in any competent jurisdiction
• The official language of these Terms and any dispute resolution process shall be English

16. General Provisions

• These Terms, together with our Privacy Policy, constitute the entire agreement between the parties regarding the subject matter herein
• If any provision is found to be unenforceable, the remaining provisions will remain in full force and effect
• Failure to enforce any provision does not constitute a waiver of that provision
• These Terms may not be assigned by Client without written consent from MindTime Digital
• MindTime Digital may assign these Terms in connection with a merger, acquisition, or sale of assets
• All notices must be in writing and delivered to the contact information provided during account setup or to the addresses listed below

17. Contact Information

For questions regarding these Terms and Conditions, please contact:

MindTime Digital B.V.
Groote Veen 71
9761DG Eelde, the Netherlands
Email: digital@mindtime.com

These Terms and Conditions apply to the complete Clarisimo suite: Dynamics dashboard, Audience Platform, Clara AI agent services, and all associated services operated by MindTime Digital B.V.