BI Report Subscription Terms

• Authorised Users: Employees or contractors of the Customer expressly authorised in the Order Confirmation.
• Licence Types: Single-User, Site, Corporate, or Enterprise licences as specified in the Order Confirmation.
• Order Confirmation: The written confirmation issued by Innotech detailing the Reports, Licence Type, Fees, and Permitted Use.
• Permitted Use: The Customer's internal business purposes only (strategic planning, market analysis, decision-making) within the United States.
• Reports: Any medtech-sector market intelligence, data, forecasts, or analytics supplied by Innotech.

Orders are binding only upon Innotech's written acceptance (Order Confirmation). These Terms prevail over any Customer purchase order or other terms.

• One-off Reports are delivered electronically (PDF or secure portal) upon receipt of cleared payment.
• Subscription Reports (if applicable) are delivered quarterly or as specified.
• Access is provided via secure portal or download link for the term stated in the Order Confirmation.

Subject to full payment and compliance with these Terms, Innotech grants the Customer a non-exclusive, non-transferable, non-sublicensable, revocable licence to permit the Authorised Users to access and use the Reports solely for the Permitted Use and in accordance with the Licence Type purchased.

The Customer may cite short excerpts (with clear attribution to Innotech) in internal presentations only. For certain custom deliverables, the licence may be perpetual for internal use only.

The Customer and Authorised Users must not (and must procure that others do not):

• Copy, reproduce, adapt, modify, scrape, data-mine, or distribute the Reports (in whole or part) except as expressly permitted.
• Resell, sublicense, publish, broadcast, or circulate the Reports to any third party (including investors, shareholders, or affiliates outside the licensed entity).
• Use the Reports to create competing products or services or for any external commercial purpose.
• Remove copyright notices or attempt to reverse-engineer, decompile, or extract underlying data or models.
• Use the Reports as a substitute for professional medical, legal, regulatory, or financial advice.

Any breach entitles Innotech to immediately suspend access, terminate the licence, and charge additional fees at full list price for unauthorised use. These restrictions survive termination.

Innotech (or its licensors) owns all intellectual property rights in the Reports, underlying data, methodology, and any derivatives. The Customer acquires no ownership rights whatsoever. The Customer grants Innotech a royalty-free licence to use any feedback for improving its services.

• Fees are as stated in the Order Confirmation.
• Fees are charged at point of purchase via Stripe or such other payment processor as Innotech may specify. All fees are exclusive of applicable sales, use, or other taxes.
• Innotech will provide a payment receipt automatically via the payment processor upon each successful charge.
• Subscriptions renew automatically on the quarterly anniversary date unless terminated with 30 days' written notice prior to renewal.
• Fees are non-refundable except in the limited circumstances set out in clause 10.

• The Reports are not a substitute for professional medical, regulatory, or investment advice.
• No warranty is given regarding uninterrupted access or that the Reports will meet every specific requirement.

• Innotech's total aggregate liability under or in connection with these Terms (in contract, tort, negligence, or otherwise) shall not exceed the total Fees paid or payable by the Customer in the 12 months preceding the claim.
• Innotech shall not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including loss of profits, data, business opportunities, or anticipated savings, even if advised of the possibility of such damages.
• Nothing in these Terms excludes liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded under applicable law.

• Either party may terminate for material breach (not remedied within 30 days) or insolvency.
• Innotech may terminate immediately if the Customer breaches the licence restrictions or payment obligations.
• On termination: the Customer must cease all use, delete or destroy all copies of the Reports (except one archival copy for legal compliance), and pay all outstanding Fees.
• Pro-rata refunds are issued only if Innotech discontinues a Report entirely.

• Both parties will keep the other's Confidential Information strictly confidential.
• Innotech processes personal data in accordance with its Privacy Policy and applicable law, including the California Consumer Privacy Act (CCPA/CPRA) and other US state privacy laws where applicable. Research automation tools used in report production — including Grok (xAI), Claude AI (Anthropic), and Perplexity AI — may process subscriber names as part of the research and commissioning process. A Data Processing Addendum is available on request. Innotech acts as a Service Provider under the CCPA/CPRA with respect to any Personal Information processed on behalf of the Customer.

These Terms and any dispute arising out of or in connection with them are governed by the laws of the State of New York, without regard to conflict of laws principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in New York County, New York.

• Entire Agreement: These Terms and the Order Confirmation constitute the whole agreement.
• Force Majeure: Innotech is not liable for delays caused by events beyond its reasonable control.
• Severability: If any provision is held invalid, the remainder remains in force.
• Assignment: The Customer may not assign the agreement without Innotech's prior written consent.
• Variations: Any amendment must be in writing and signed by both parties.
• Third-Party Rights: No third party has rights to enforce these Terms.
• Export Compliance: The Customer shall comply with all applicable US export control laws.

• Authorised Users: Employees or contractors of the Customer expressly authorised in the Order Confirmation.
• Licence Types: Single-User, Site, Corporate, or Enterprise licences as specified in the Order Confirmation.
• Order Confirmation: The written confirmation issued by Innotech detailing the Reports, Licence Type, Fees, and Permitted Use.
• Permitted Use: The Customer's internal business purposes only (strategic planning, market analysis, decision-making) within the Republic of Ireland.
• Reports: Any medtech-sector market intelligence, data, forecasts, or analytics supplied by Innotech.

Orders are binding only upon Innotech's written acceptance (Order Confirmation). These Terms prevail over any Customer purchase order or other terms.

• One-off Reports are delivered electronically (PDF or secure portal) upon receipt of cleared payment.
• Subscription Reports (if applicable) are delivered quarterly or as specified.
• Access is provided via secure portal or download link for the term stated in the Order Confirmation.

Subject to full payment and compliance with these Terms, Innotech grants the Customer a non-exclusive, non-transferable, non-sublicensable, revocable licence to permit the Authorised Users to access and use the Reports solely for the Permitted Use and in accordance with the Licence Type purchased.

The Customer may cite short excerpts (with clear attribution to Innotech) in internal presentations only. For certain custom deliverables, the licence may be perpetual for internal use only.

The Customer and Authorised Users must not (and must procure that others do not):

• Copy, reproduce, adapt, modify, scrape, data-mine, or distribute the Reports (in whole or part) except as expressly permitted.
• Resell, sublicense, publish, broadcast, or circulate the Reports to any third party (including investors, shareholders, or affiliates outside the licensed entity).
• Use the Reports to create competing products or services or for any external commercial purpose.
• Remove copyright notices or attempt to reverse-engineer, decompile, or extract underlying data or models.
• Use the Reports as a substitute for professional medical, legal, regulatory, or financial advice.

Any breach entitles Innotech to immediately suspend access, terminate the licence, and charge additional fees at full list price for unauthorised use. These restrictions survive termination.

Innotech (or its licensors) owns all intellectual property rights in the Reports, underlying data, methodology, and any derivatives. The Customer acquires no ownership rights whatsoever. The Customer grants Innotech a royalty-free licence to use any feedback for improving its services.

• Fees are as stated in the Order Confirmation.
• Fees are charged at point of purchase via Stripe or such other payment processor as Innotech may specify. All fees are exclusive of VAT and any other applicable taxes.
• Innotech will provide a VAT receipt automatically via the payment processor upon each successful charge.
• Subscriptions renew automatically on the quarterly anniversary date unless terminated with 30 days' written notice prior to renewal.
• Fees are non-refundable except in the limited circumstances set out in clause 10.

• Innotech warrants it has the right to grant the licence and that Reports are supplied with reasonable skill and care in accordance with the Sale of Goods and Supply of Services Act 1980.
• The Reports are not a substitute for professional medical, regulatory, or investment advice and should be used only to supplement the Customer's own expertise.
• No warranty is given regarding uninterrupted access or that the Reports will meet every specific requirement.

• Innotech's total aggregate liability under or in connection with these Terms (in contract, tort, negligence, or otherwise) shall not exceed the total Fees paid or payable by the Customer in the 12 months preceding the claim.
• Innotech shall not be liable for any indirect, consequential, or special losses, including loss of profits, data, business opportunities, or anticipated savings.
• Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded under Irish law (including under the Sale of Goods and Supply of Services Act 1980).

• Either party may terminate for material breach (not remedied within 30 days) or insolvency.
• Innotech may terminate immediately if the Customer breaches the licence restrictions or payment obligations.
• On termination: the Customer must cease all use, delete or destroy all copies of the Reports (except one archival copy for legal compliance), and pay all outstanding Fees.
• Pro-rata refunds are issued only if Innotech discontinues a Report entirely.

• Both parties will keep the other's Confidential Information strictly confidential.
• Innotech processes personal data in accordance with its Privacy Policy and applicable law, including the General Data Protection Regulation (GDPR) and the Data Protection Act 2018. Research automation tools used in report production — including Grok (xAI), Claude AI (Anthropic), and Perplexity AI — may process subscriber names as part of the research and commissioning process. Innotech acts as a Processor where processing personal data on behalf of the Customer. A Data Processing Addendum is available on request.

These Terms and any dispute arising out of or in connection with them are governed by the laws of Ireland. The parties submit to the exclusive jurisdiction of the Irish courts.

• Entire Agreement: These Terms and the Order Confirmation constitute the whole agreement.
• Force Majeure: Innotech is not liable for delays caused by events beyond its reasonable control.
• Severability: If any provision is held invalid, the remainder remains in force.
• Assignment: The Customer may not assign the agreement without Innotech's prior written consent.
• Variations: Any amendment must be in writing and signed by both parties.
• Third-Party Rights: No third party has rights to enforce these Terms (the Contracts (Rights of Third Parties) Act does not apply under Irish law).