Terms of Use

Effective Date: September 21, 2025

Serona Data, Inc.

These Terms of Use and any terms referenced herein (collectively, the “Agreement”) form the legal agreement between you and Serona Data, Inc. (“Serona,” “we,” “us,” or “our”) that governs your access to and use of our websites, applications, dashboards, datasets, application programming interfaces, and any related content, functionality, or services (collectively, the “Site” or “Services”). Please read this Agreement carefully. By accessing any page of the Site or using the Services in any manner, you agree, without limitation, to be bound by this Agreement and all other terms incorporated by reference. If you do not agree, you must not access or use the Site or Services.

We reserve the right, in our sole and absolute discretion, at any time, for any reason, with or without notice, to terminate, suspend, or modify the Site, the Services, or this Agreement. Any modification is effective upon posting by Serona on the Site. Your continued access or use after posting constitutes acceptance of the modified Agreement.

Authorized Use of the Site

The Site and Services are provided for institutional and enterprise users acting in a business capacity and for lawful, internal business purposes only. Any other use of the Site or Services requires our prior written consent. You represent and warrant that you are at least eighteen (18) years of age and have the authority to bind the entity on whose behalf you access or use the Services.

Unauthorized Use of the Site

You may not use spiders, robots, data mining tools, crawlers, or other automated devices, processes, programs, or methodologies to catalog, download, scrape, harvest, reproduce, store, index, or otherwise access or distribute content available on the Site, except as expressly permitted by Serona in writing. You may not use any automated means to manipulate the Site or Services, including automating workflows intended to be performed manually or occasionally. You may not take any action to interfere with or disrupt the Site, any servers or networks connected to the Site, or any other visitor’s use of the Site, including by overloading, “flooding,” “mail-bombing,” “crashing,” or otherwise submitting malicious or harmful code. You may not circumvent or attempt to circumvent security or user-authentication measures, exceed the authorization and access granted to you, or resell access to the Site or Services to any third party without our prior written consent. You may not attempt to reverse engineer, decompile, disassemble, or derive the source code of any component of the Services, nor may you use the Services to build, train, validate, benchmark, or otherwise improve a service or dataset that is competitive with Serona’s offerings. You are expressly prohibited from attempting to identify or re-identify any individual from anonymized, de-identified, or aggregated information available through the Services.

Security of the Site

You shall not violate or attempt to violate the security of the Site or Services, including without limitation: accessing data not intended for you or logging into a server or account that you are not authorized to access; attempting to probe, scan, or test the vulnerability of any system or network; breaching security or authentication measures; or using any device, software, or routine to interfere or attempt to interfere with the proper working of the Site. Violations of system or network security may result in civil or criminal liability. We investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities to identify, investigate, and prosecute users involved in such violations. If you suspect a security incident related to your use of the Services, you must notify Serona promptly.

Serona Content and Ownership

All content and materials on the Site or made available through the Services—including text, data, dashboards, visualizations, interfaces, software, algorithms, models, analyses, designs, graphics, logos, button icons, images, compilations, and the coordination, selection, arrangement, and look and feel thereof (collectively, “Serona Content”)—are protected by intellectual property and other laws. As between you and Serona, all Serona Content is the exclusive property of Serona. Unauthorized use of Serona Content may violate copyright, trademark, trade secret, and other laws. Except as expressly authorized under this Agreement or a separate written agreement with Serona, no license is granted to you and no rights are conveyed to you by virtue of accessing or using the Site or Services. All rights not expressly granted are reserved by Serona.

Feedback; Unsolicited Submissions

Serona does not accept unsolicited ideas from outside Serona regarding products, services, or business methods. If you nonetheless submit any ideas, suggestions, feedback, comments, or other materials, you acknowledge such submissions are not provided in confidence and Serona assumes no obligation, expressed or implied, with respect to them. You further acknowledge and agree that Serona shall exclusively own all now-known or hereafter existing rights to such submissions worldwide and that such rights are irrevocably assigned to Serona. Without limiting the foregoing, to the extent any assignment is deemed unenforceable, you grant Serona an irrevocable, perpetual, worldwide, royalty-free license to use, reproduce, modify, distribute, display, and perform such submissions in any manner and any medium now known or hereafter developed, without compensation to you.

Accounts, Credentials, and Responsibilities

Certain portions of the Services may require registration and the creation of an account, including assignment of usernames, passwords, or API keys. You are responsible for maintaining the confidentiality and security of your credentials and for all activities that occur under your account. You agree to notify Serona immediately of any unauthorized use of your credentials or any other breach of security. Credentials are personal to you and may not be shared with other individuals unless expressly permitted in writing by Serona. Serona reserves the right to suspend or terminate access for any account that we reasonably believe has been compromised or is being used in violation of this Agreement.

Privacy and Data Protection

Serona may process limited business contact information and usage information to operate, secure, and improve the Services, and to communicate with you regarding the Services. We comply with applicable data protection laws and implement reasonable administrative, technical, and organizational safeguards appropriate to the nature of the data processed. The Services are intended for enterprise use and are not directed to individual consumers. Where information accessible via the Services could relate to individuals in de-identified or aggregated form, you must use such information only in compliance with applicable law, must not attempt to identify or re-identify any person, and must implement appropriate technical and organizational measures commensurate with the sensitivity and risk of your use case.

Service Changes; Availability; Maintenance

The Services and Serona Content are provided on an “as available” basis. While we strive for reliability, Serona does not warrant that the Services will be uninterrupted, timely, secure, or error-free. From time to time, we may modify, enhance, update, suspend, or discontinue the Services, in whole or in part, including for maintenance, security updates, or operational reasons. We may impose usage limits or other restrictions, and we may change or discontinue features without liability to you. Where feasible, we will endeavor to provide notice of material changes.

Fees and Payment

Access to certain Services may require payment of subscription, license, or usage-based fees as specified in applicable order forms or invoices. Unless otherwise stated, all fees are due upon receipt, non-cancelable, and non-refundable. You are responsible for all taxes, duties, and similar governmental assessments associated with your purchases, excluding taxes based on Serona’s net income. Past due amounts may accrue interest at the maximum rate permitted by law, and you agree to reimburse Serona for reasonable costs of collection, including attorneys’ fees.

Acceptable Use; Legal Compliance

You agree to comply with all applicable laws, rules, and regulations in connection with your use of the Services, including without limitation those relating to securities and investments, anti-bribery and anti-corruption, export controls and sanctions, and antitrust and competition. You may not use the Services to engage in unlawful, deceptive, or harmful conduct, to infringe or misappropriate the rights of others, or to facilitate or encourage any of the foregoing.

Disclaimers

THE SITE, THE SERVICES, AND ALL SERONA CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, SERONA DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF ACCURACY, COMPLETENESS, NON-INFRINGEMENT, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WITHOUT LIMITING THE FOREGOING, SERONA DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT ON THE SITE OR SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE, SERVICES, OR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ASSUME ALL RISK FOR YOUR USE OF THE SITE, SERVICES, AND SERONA CONTENT. ANY RELIANCE ON OUTPUTS, ANALYSES, OR FORECASTS IS AT YOUR SOLE DISCRETION AND RISK.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SERONA, ITS AFFILIATES, AND ITS AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, AND SERVICE PROVIDERS (COLLECTIVELY, THE “RELEASED PARTIES”) SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOST PROFITS, LOST DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COSTS OF COVER, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE, SERVICES, OR SERONA CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF SERONA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE RELEASED PARTIES’ AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT EXCEED THE AMOUNTS PAID BY YOU, IF ANY, FOR ACCESSING THE SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES OR LIABILITY; IN SUCH JURISDICTIONS, THE RELEASED PARTIES’ LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

Indemnification

You agree to indemnify, defend, and hold harmless the Released Parties from and against any and all claims, demands, actions, proceedings, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your access to or use of the Site, Services, or Serona Content; (b) your breach of this Agreement or violation of applicable law; (c) your misuse, redistribution, or unauthorized disclosure of Serona Content; or (d) your attempt to identify or re-identify any individual from anonymized, de-identified, or aggregated information. Serona reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.

Third-Party Sites and Services

The Site may contain references, frames, links, integrations, or other functionality that connect with third-party websites, applications, or resources (collectively, “Third-Party Services”). Third-Party Services are provided solely for your convenience. Serona does not control and is not responsible or liable for the availability, accuracy, content, products, services, privacy practices, or security of any Third-Party Services. Links or access to Third-Party Services do not imply endorsement by Serona. You acknowledge sole responsibility for and assume all risk arising from your use of Third-Party Services.

International Access

The Site and Services are controlled and operated from the United States. We make no representation that the Site or Services are appropriate or available for use in locations outside the United States. If you access the Site or Services from other jurisdictions, you do so on your own initiative and are responsible for compliance with local laws.

Export Controls and Sanctions

You represent and warrant that you are not located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive U.S. sanctions, and are not a person or entity identified on any U.S. or other applicable sanctions or restricted party list. You agree to comply with all applicable export control and sanctions laws and regulations in connection with your use of the Services.

Termination; Suspension

Serona may, in its sole discretion and without liability to you, suspend or terminate your access to the Site or Services at any time, with or without cause, including without limitation if we believe you have violated this Agreement, pose a security or legal risk, or have failed to pay amounts due. Upon termination, all rights and licenses granted to you under this Agreement will immediately cease. Sections of this Agreement that by their nature should survive termination shall survive, including without limitation ownership provisions, disclaimers, limitations of liability, indemnification, governing law, and dispute resolution.

Governing Law; Venue; Waiver of Class Actions and Jury Trial

This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict-of-laws rules. You hereby expressly consent to the exclusive jurisdiction and venue of the state and federal courts located in New York County, New York, for all matters arising in connection with this Agreement or your access to or use of the Site or Services. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND SERONA AGREE THAT ANY DISPUTE SHALL BE BROUGHT IN YOUR AND SERONA’S INDIVIDUAL CAPACITIES ONLY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING, AND YOU AND SERONA EACH WAIVE ANY RIGHT TO A TRIAL BY JURY.

Changes

All information posted on the Site is subject to change without notice. We may change this Agreement at any time by posting the updated terms on the Site. You should review the Site frequently for changes. Your continued access or use of the Site or Services following posting conclusively demonstrates your acceptance of those changes.

Severability

If any provision of this Agreement is held or declared to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect. The invalid or unenforceable provision shall be deemed modified so as to best accomplish the objectives of such provision within the limits of applicable law.

Waiver; Remedies

No failure or delay by Serona in exercising any right, power, or remedy under this Agreement shall operate as a waiver of that or any other right, power, or remedy. Serona’s rights and remedies under this Agreement are cumulative and not exclusive of any rights or remedies provided by law or in equity.

Assignment

You may not assign, delegate, or transfer any rights or obligations under this Agreement without Serona’s prior written consent, and any attempted assignment in violation of the foregoing shall be null and void. Serona may assign or transfer this Agreement, in whole or in part, without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of assets.

Entire Agreement; Headings; Notices

This Agreement constitutes the entire agreement between you and Serona concerning the subject matter hereof and supersedes all prior or contemporaneous agreements, proposals, or representations, whether written or oral. Headings are for convenience only and shall not affect interpretation. Notices to Serona under this Agreement must be sent to the address below and are deemed given upon receipt.

Serona Data, Inc.
alerts@seronadata.com