KINETIC ANALYSIS CORPORATION

KinetiCast™ LICENSE AGREEMENT

for use of KAC Hazard and Impact Map Data

NOTICE -- READ THESE TERMS OF USE CAREFULLY.

YOU ARE ACCEPTING AND AGREEING TO ABIDE BY THESE TERMS OF USE.

This License is a legal agreement between you (either an individual or an entity and referred to as “you” or “Licensee”) and Kinetic Analysis Corporation, PO Box 423, Garrett Park MD, 20896, (referred to as “we”, “KAC” or “Licensor”).Collectively Licensor and Licensee are the “Parties”. If you are agreeing to these terms of use on behalf of a company, you represent and warrant that you are authorized to bind the company to these terms of use. “End User” means any Authorized User (defined below) who utilizes the Services.

When you use our Service(s), now or in the future, you are agreeing to the latest Terms. There may be times where we do not exercise or enforce a right or provision of the Terms; however, that does not mean we are waiving that right or provision. These Terms do contain a limitation of our liability. If you violate any of the Terms, we may terminate your account.

1.     CONTENT OF LICENSED MATERIALS

The materials that are the subject of this License Agreement shall consist of digital, geo-referenced, weather-impact or earth-impact, natural hazards data content published or otherwise made available by Licensor via the Internet using the KinetiCast™ solution (the "Licensed Content").

2.     DELIVERY/ACCESS OF LICENSED CONTENT TO LICENSEE

2.1        Delivery Mechanisms. Licensor will deliver the Licensed Content to you via a Cloud-computing platform, thereby allowing you to receive Licensed Content via the Internet or via Licensee-specific means of access (the “Service(s)”). 

2.2        How to Place an Order for the Service. Orders for the Service must be placed through the KinetiCast web app. You may contact KAC directly by email at sales@kinanco.com.

2.3        Subscription Term. The Service will be available to you during the Subscription Term. For purposes of this License Agreement, "Subscription Term” means the period of time during which, you may access the particular Service that you subscribe to receive in exchange for fees paid by you, which unless otherwise agreed in writing, is either on a monthly basis or for a twelve-month (12-month period) commencing on the date of payment (the “Monthly Subscription Term” or “Annual Subscription Term” or “Term”). 

2.4        Fees. To receive the Service, you must pay the applicable subscription fee to KAC or its licensed partner or authorized distributor with whom you placed the Order for the Service. All billing questions should be directed to sales@kinanco.com. Our obligation to provide Service to you is subject to our timely receipt of the fee due to us for the Service. We may suspend or terminate Service if we do not receive such fee in a timely fashion.

2.5        Account Terms

2.5.1    You are responsible for maintaining the security of your account and password and for ensuring that any of your users do the same. The Company cannot and will not be liable for any loss or damage from your failure to comply with this security obligation. In the future we may set up two-factor authentication and require its use for added security.

2.5.2    You may not use the Services for any purpose outlined in our Use and Abuse section, and you may not permit any of your users to do so, either.

2.5.3    You must be a human. Accounts registered by “bots” or other automated methods are not permitted.

2.6        Payment, Refunds, and Plan Changes

2.6.1    For paid Service(s) that offer a free trial, we explain the length of trial when you signup. After the trial period, you need to pay in advance to keep using the Service. If you do not pay, we will freeze your account and it will be inaccessible until you make payment. If your account has been frozen for a while, we will queue it up for auto-cancellation. See our Cancellation Policy (2.7) for more details.

2.6.2    If you are upgrading from a free plan to a paid plan, we will charge your card immediately and your billing cycle starts on the day of upgrade. For other upgrades or downgrades in plan level, the new rate starts from the next billing cycle.

2.6.3    All fees are inclusive of all taxes, levies, or duties imposed by taxing authorities. Where required, we will collect those taxes on behalf of the taxing authority and remit those taxes to taxing authorities. Otherwise, you are responsible for payment of all taxes, levies, or duties.

2.6.4    We process refunds as described in our Cancellation policy (2.7).

2.7        Cancellation and Termination

2.7.1    You are solely responsible for properly canceling your account. Within each of our Service(s), we provide a simple no-questions-asked cancellation link. You can find instructions for how to cancel your account in our Cancellation policy. An email or phone request to cancel your account is not automatically considered cancellation. If you need help canceling your account, you can contact us at sales@kinanco.com .

2.7.2    All of your content will be inaccessible from the Service(s) immediately upon account cancellation. Within 30 days, all content will be permanently deleted from active systems and logs. We cannot recover this information once it has been permanently deleted. Please download any data you want or need to keep before your account is canceled.

2.7.3    If you cancel the Service(s) before the end of your current paid up month, your cancellation will take effect immediately, and you will not be charged again. We do not automatically prorate unused time in the last billing cycle. See our Cancellation policy for more details.

2.7.4    We have the right to suspend or terminate your account and refuse current or future use of our Service(s) for any reason at any time. Suspension means you and any other users on your account will not be able to access the account or any content in the account. Termination will result in the deletion of your account or your access to your account, and the forfeiture and relinquishment of all content in your account. We also reserve the right to refuse the use of the Service(s) to anyone for any reason at any time. We have this clause because statistically speaking, out of the hundreds of thousands of accounts on our Services, there is at least one doing something nefarious. There are some things we staunchly stand against and this clause is how we exercise that stance. For more details, see our Use and Abuse policy.

2.7.5    Verbal, physical, written or other abuse (including threats of abuse or retribution) of a Company employee or officer will result in immediate account termination.

2.8        Modifications to the Service and Prices

2.8.1    Sometimes it becomes technically impossible to continue a feature or we redesign a part of our Service(s) because we think it could be better or we decide to close new signups of a product. We reserve the right at any time to modify or discontinue, temporarily or permanently, any part of our Service(s) with or without notice.

2.8.2    Sometimes we change the pricing structure for our products. When we do that, we tend to exempt existing customers from those changes. However, we may choose to change the prices for existing customers. If we do so, we will notify you at least 30 days in advance via the email address on record. We may also post a notice about upcoming changes on our websites or the affected Service(s) themselves.

2.9        Uptime, Security, and Privacy

2.9.1    Your use of the Service(s) is at your sole risk. We provide these Service(s) on an “as is” and “as available” basis. We do not offer service-level agreements for most of our Services but do take uptime of our applications seriously.

2.9.2    When you use our Service(s), you entrust us with your data. We take that trust to heart. You agree that KAC may process your data as described in our Privacy Policy and the Data Processing Addendum for the European Union and Great Britain, and for no other purpose. We as humans can access your data for the following reasons:

• To help you with support requests you make. We’ll ask for express consent before accessing your account.

• On the rare occasions when an error occurs that stops an automated process partway through. We get automated alerts when such errors occur. When we can fix the issue and restart automated processing without looking at any personal data, we do. In rare cases, we may have to look at a minimum amount of personal data to fix the issue. In these rare cases, we aim to fix the root cause to prevent the errors from recurring.

• To safeguard Service(s). We’ll look at logs and metadata as part of our work to ensure the security of your data and the Services as a whole. If necessary, we may also access accounts as part of an abuse report investigation as described in our Use and Abuse policy.

• To the extent required by applicable law. As a US company with all data infrastructure located in the US, we only preserve or share customer data if compelled by a US government authority with a legally binding order or proper request under the Stored Communications Act, or in limited circumstances in the event of an emergency request. If a non-US authority approaches KAC for assistance, our default stance is to refuse unless the order has been approved by the US government, which compels us to comply through procedures outlined in an established mutual legal assistance treaty or agreement mechanism. If KAC is audited by a tax authority, we only share the bare minimum billing information needed to complete the audit.

2.9.3    We use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service(s). You can see a list of all subprocessors who handle personal data in the Company Processors section.

2.9.4    Under the California Consumer Privacy Act (“CCPA”), KAC is a “service provider”, not a “business” or “third party”, with respect to your use of the Service(s). That means we process any data you share with us only for the purpose you signed up for and as described in these Terms, the Privacy policy, and other policies. We do not retain, use, disclose, or sell any of that information for any other commercial purposes unless we have your explicit permission. In addition, you agree to comply with your requirements under the CCPA and not use KAC’s Service(s) in a way that violates the regulations.

2.9.5    These Terms incorporate the items described in the Data Processing section when the EU General Data Protection Regulation (“GDPR”) or United Kingdom General Data Protection Regulation (“UK GDPR”) applies to your use of KAC Service(s) to process Customer Data as defined in the DPA. The DPA included in the Data Processing section supersedes any previously agreed data processing addendum between you and KAC relating to your use of the KAC’s KinetiCastTM service.

2.10      Services Adaptations and API Terms

2.10.1  We may offer Application Program Interfaces (“API”s) for some of our Service(s). Any use of the API, including through a third-party product that accesses the Service(s), is bound by these Terms plus the following specific terms:

• You expressly understand and agree that we are not liable for any damages or losses resulting from your use of the API or third-party products that access data via the API.

• Third parties may not access and employ the API if the functionality is part of an application that remotely records, monitors, or reports a Service user’s activity other than time tracking, both inside and outside the applications. The Company, in its sole discretion, will determine if an integration service violates this bylaw. A third party that has built and deployed an integration for the purpose of remote user surveillance will be required to remove that integration.

• Abuse or excessively frequent requests to the Services via the API may result in the temporary or permanent suspension of your account’s access to the API. The Company, in its sole discretion, will determine abuse or excessive usage of the API. If we need to suspend your account’s access, we will attempt to warn the account owner first. If your API usage could or has caused downtime, we may cut off access without prior notice.

2.10.2  Some third-party providers may have created integrations between our Services and theirs. We are not liable or accountable for any of these third-party integrations.

3.   LICENSE GRANTED

3.1        Monthly Subscription Term License. If you elect to subscribe to a Monthly Subscription Term,subject to the terms and conditions of this Agreement, KAC hereby grants to you as Licensee a limited, non-exclusive, non-transferable, worldwide, right and license for the Monthly Subscription Term to access the Licensed Content via the Internet or via any other means agreed upon by the Parties. By accepting this License, your subscription will be renewed automatically unless you cancel the subscription, and you authorize KAC to contact you regarding renewal. Important! The Licensed Content is licensed, not sold. The Licensed Content remains the property of the Licensor.

3.2        Annual Subscription Term License. If you elect to subscribe to an Annual Subscription Term,subject to the terms and conditions of this Agreement, KAC hereby grants to you as Licensee a limited, non-exclusive, non-transferable, worldwide, right and license for the Annual Subscription Term to access the Licensed Content via the Internet or via any other means agreed upon by the Parties. By accepting this License, you authorize KAC to contact you regarding renewal. Important! The Licensed Content is licensed, not sold. The Licensed Content remains the property of the Licensor.

3.3        Authorized Users. Licensor hereby grants to Licensee the license to have access to the Licensed Content or any part thereof in accordance with this Agreement.You agree that you will not redistribute or transfer the KinetiCast™ Service or Content.

3.4        Access. This License Agreement for use of KAC Licensed Content permits you to use the Licensed Content on computer systems owned or leased by you provided that such data may not be accessed by users outside of Licensee except as otherwise specified in in a written agreement between the Parties. You are not permitted to provide your password to any other person or to use any other person's username and password.

3.5        No Other Licenses. No licenses are granted except for those expressly set forth in this Article 3 and all rights and licenses not expressly granted in this Article 3 are reserved by KAC. Nothing in the License restricts, or should be deemed to restrict, either Party’s right to exercise any rights or licenses received from any third parties or to grant other or similar rights or licenses to any third parties.

4.    COPYRIGHT, USES, RESTRICTIONS

4.1        KAC Intellectual Property.  Licensee and its Authorized Users acknowledge that the copyright and title to the Licensed Content and any trademarks or service marks relating thereto remain with Licensor. Neither Licensee nor its Authorized Users shall have right, title or interest in the Licensed Content except as expressly set forth in this Agreement.

4.2        Authorized Use of Licensed Content. In, and only in, conjunction with your licensed use of KinetiCast™, may you analyze, process, and display the Licensed Content and may make such Licensed Content and the results of such analysis or processing available to employees of your organization.

4.3        Transfer of License Agreement. You may not rent or lease the Licensed Content, nor transfer your rights under this Agreement.

5.    REPRESENTATIONS ANDWARRANTIES

LICENSOR MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, AND EXPRESSLY DISCLAIMS ANY LIABILITY WITH RESPECT TO THE CONTENT OF ANY LICENSOR CONTENT, INCLUDING WITHOUT LIMITATION ERRORS OR OMISSIONS CONTAINED THEREIN, LIBEL, INFRINGEMENT OF RIGHTS OF PUBLICITY, PRIVACY, MORAL RIGHTS, OR THE DISCLOSURE OF CONFIDENTIAL INFORMATION; AND (B) THE LICENSOR CONTENT ARE PROVIDED ON AN "AS IS" BASIS, AND LICENSOR DISCLAIMS ANY AND ALL OTHER WARRANTIES, CONDITIONS, OR REPRESENTATIONS (EXPRESS, IMPLIED, ORAL OR WRITTEN), RELATING TO THE LICENSED CONTENT OR ANY PART THEREOF, INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF QUALITY, PERFORMANCE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.  LICENSOR MAKES NO WARRANTIES RESPECTING ANY HARM THAT MAY BE CAUSED BY THE TRANSMISSION OF A COMPUTER VIRUS, WORM, TIME BOMB, LOGIC BOMB OR OTHER SUCH COMPUTER PROGRAM.  LICENSOR FURTHER EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION TO YOU OR OTHER AUTHORIZED USERS, OR TO ANY THIRD PARTY.

THE TOTAL CUMULATIVE LIABILITY OF EITHER PARTY HEREUNDER, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY OR FOR ANY CLAIM BY ANY OTHER PARTY, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES FROM ALL CAUSES OF ACTION OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, CONTRACT, TORT, STRICT LIABILITY, BREACH OF WARRANTY, MISREPRESENTATION, OR OTHERWISE UNDER THIS AGREEMENT OR OTHERWISE WITH RESPECT TO THE DELIVERABLES FURNISHED OR LICENSED PURSUANT TO THIS AGREEMENT SHALL NOT EXCEED THE AMOUNTS PAID AND PAYABLE BUT NOT REMAINING UNPAID BY YOU, THE LICENSEE, DURING THE PREVIOUS TWELVE (12) CALENDAR MONTHS UNDER THIS AGREEMENT. 

IN NO EVENT WILL WE, OUR THIRD PARTY PROVIDERS, OR ANY OF OUR OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION,  LOST PROFITS RESULTING FROM ANY DEFECT IN OR ANY DELAY IN DELIVERY OF ANY KAC LICENSED CONTENT (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) WHETHER FORESEEABLE OR UNFORESEEABLE ARISING OUT OF THE USE OR INABILITY TO USE THE LICENSED CONTENT OR THE SERVICE PROVIDING SUCH LICENSED CONTENT EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

THE LICENSEE ACKNOWLEDGES SUCH DISCLAIMERS OF WARRANTY AND EXPRESSLY WAIVES ALL WARRANTIES EXPRESSED OR IMPLIED AND WAIVES ANY RIGHT OF CLAIM FOR DAMAGES INCIDENTAL, CONSEQUENTIAL OR SPECIAL, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE LICENSED IMAGERY CONTENT. 

THE INFORMATION PROVIDED BY KINETICASTTM IS NOT OFFICIAL GUIDANCE. YOU SHOULD FOLLOW GUIDANCE ISSUED BY YOUR LOCAL WEATHER FORECAST OFFICE.  LICENSOR EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR HIGH-RISK ACTIVITIES. THE LICENSOR CONTENT IS NOT FAULT-TOLERANT AND IS NOT DESIGNED OR INTENDED FOR USE IN HAZARDOUS ENVIRONMENTS THAT REQUIRE FAIL-SAFE PERFORMANCE, INCLUDING WITHOUT LIMITATION, IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, WEAPONS SYSTEMS, DIRECT LIFE-SUPPORT MACHINES, OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE LICENSOR CONTENT COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR PROPERTY DAMAGE (COLLECTIVELY, "HIGH-RISK ACTIVITIES"). THE PARTIES UNDERSTAND AND AGREE THAT LICENSEE WILL CONSULT WITH RESPONSIBLE LOCAL AUTHORITIES PRIOR TO TAKING ANY ACTIONS THAT INVOLVE HIGH-RISK ACTIVITIES.

THE PARTIES EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE INTERNET IS A NETWORK OF PRIVATE AND PUBLIC NETWORKS AND THAT (i) THE INTERNET IS NOT A SECURE INFRASTRUCTURE, (ii) NEITHER PARTY HAS ANY CONTROL OVER THE INTERNET, AND (iii) NEITHER PARTY SHALL BE LIABLE FOR DAMAGES UNDER ANY THEORY OF LAW RELATED TO THE DISCONTINUANCE OF OPERATION OF ANY PORTION OF THE INTERNET OR POSSIBLE REGULATION OF THE INTERNET THAT MIGHT RESTRICT OR PROHIBIT THE OPERATION OR DELIVERY OF THE SERVICE.

6.          SERVICE LEVELS

KAC will use best efforts to provide the Licensed Content to you on a 24x7 basis. KAC will not be responsible for failures to meet service levels attributable to

(i)     Acts or omission of/by you, your agents, employees or contractors (including, without limitation, willful misconduct, negligence, breach of contract, or infringements of third-party proprietary rights).

(ii)    Defects in software provided by you.

(iii)   Any time the hosted service is not available as a result of scheduled maintenance activities or any other agreed-to scheduled downtime activity; such that this will be limited to 10 hours for every five (5) business days. KAC shall provide three (3) days’ notice of a planned maintenance on https://kineticast.kinanco.com/, which website you hereby agree to check on a regular basis.

(iv)   Unavailability of the service due to modifications of the service including the development of unsupported extensions, unsupported programming, unsupported integrations or malicious activities.

(v)    A Force Majeure event, whereby if the performance in whole or in part by either of the Parties hereto of any obligation under this Agreement is prevented or delayed by acts of God, acts of a government, war, revolution, fire, tempest, earthquake, riot, civil commotion, pestilence, third-party strike, or other causes which are entirely beyond the reasonable control of the Party in question (“Force Majeure Event”), then the non-performance or delay in performance, as the case may be, of the obligation in question shall be excused, provided that upon the occurrence of a Force Majeure Event, the affected Party will promptly notify the other Party of the Force Majeure Event, including an estimate of its expected duration and probable impact on the performance of the affected Party’s obligations under this Agreement. In addition, the affected Party will (i) exercise Reasonable Efforts to mitigate damages to the other Party and to overcome the Force Majeure Event and (ii) continue to perform its obligations under this Agreement to the extent it is able. A Force Majeure Event does not relieve either Party of its disaster recovery responsibilities. If any such event of Force Majeure exists for sixty (60) consecutive calendar days or more for one Party, the other Party shall have the right to terminate this Agreement immediately thereafter upon notice to the Party whose performance is affected thereby.

KAC provides support to its customers from 8 a.m. to 5 p.m. Eastern Standard Time (13:00 p.m. to 22:00 p.m. UTC) Monday through Friday. Issues can be logged via  https://us-bz3.devzing.com/rtfs_issue_report/ or bugzillakac@kinanco.com .

7.    GENERAL PROVISIONS

This Agreement shall be governed by the laws of the State of Maryland. KAC retains all rights not expressly granted. This license is effective until terminated. It will terminate automatically if you fail to comply with any of the terms of this License, and on any such termination you will destroy all copies of the Licensed Imagery Content.

If any part of this License Agreement is found void and unenforceable, it will not affect the validity of the balance of this agreement, which will remain valid and enforceable according to its terms. This Agreement may only be modified in writing and signed by an authorized representative of KAC and by you. This is the entire agreement between KAC and you relating to the data services provided and it supersedes any prior representations, discussions, undertakings communications or advertising related to these services.

Last Updated June 20, 2024

We as a company use third-party software that may process your information under certain circumstances.

For the following processors, we have established GDPR-compliant data processing agreements, extending GDPR safeguards, as discussed in our Privacy Policy, to where personal data is processed. These processors are all located in the United States:

Amazon Web Services. Cloud services provider.

hCaptcha. Anti-bot protection.

Squarespace. Blog hosting.

Stripe. Form/survey provider.

As a company, we also host a blog and run occasional events virtually. If you voluntarily engage with us through those media, your personal information may also be collected by the following processors, also all located in the US:

LinkedIn. Social media platform.

Twitter. Social media platform.

Privacy Policy

Last updated: June 21, 2024

In this policy, we lay out: what data we collect and why; how your data is handled; and your rights with respect to your data.

This policy is split into sections. For your convenience, links to each of those sections is as follows:

·       What we collect and why

·       When we access or disclose your information

·       Your rights with respect to your information

·       How we secure your data

·       What happens when you delete content in your product accounts

·       Data retention

·       Location of site and data

·       When transferring personal data from the EU

·       If you are a California Resident

·       Changes and questions

This policy applies to all products built and maintained by Kinetic Analysis Corporation, Inc. (referred to as “KAC”, “we”, “us”, or “our” herein). This policy applies to our handling of information about site visitors, customers, and authorized users (in relation to their procurement of the services and management of their relationship with KAC). We refer collectively to these categories of individuals as "you" throughout this policy.

However, this policy does not cover information about a customer’s end users that KAC receives from a customer, or otherwise processes on a customer’s behalf, in connection with the services provided by KAC to the customer pursuant to an applicable services agreement (including the content of messages of customer end users ("End User Communications")). KAC processes End User Communications under the instructions of the relevant customer, which is the "data controller" or "business" (or occupies a similar role as defined in applicable privacy laws), as described in the applicable services agreement between such customer and KAC. KAC’s obligations as a "data processor" or "service provider" with respect to such information are defined in such services agreement and applicable data protection addendum and are not made part of this policy.

If you are a customer’s end user and you have questions about how your information is collected and processed through the services, please contact the organization who has provided your information to us for more information.

What we collect and why

Identity and access

When you sign up for a KAC product, we ask for identifying information such as your name, email address, and maybe a company name. That’s so you can personalize your new account, and we can send you product updates and other essential information. We may also send you optional surveys from time to time to help us understand how you use our products and to make improvements. With your consent, we will send you our newsletter and other updates. We sometimes also give you the option to add a profile picture that displays in our products.

We won’t sell your personal information to third parties, and we won’t use your name or company in marketing statements without your permission.

Billing information

If you sign up for a KinetiCastTM product that requires a subscription fee, you will be asked to provide your payment information and billing address. Credit card information is submitted directly to our payment processor and doesn’t hit KAC servers. We store a record of the payment transaction, including the last 4 digits of the credit card number, for purposes of account history, invoicing, and billing support. We store your billing address so we can charge you for service, calculate any sales tax due, send you invoices, and detect fraudulent credit card transactions. We may occasionally use aggregate billing information to guide our marketing efforts.

Product interactions

We store on our servers the content that you upload or receive or maintain in your KAC product accounts. This is so you can use our products as intended, for example, to receive alerts from KinetiCastTM if you subscribe at the Business level. We keep this content while your account is active. If you delete your account, we’ll delete the content within 60 days.

General Geolocation data

We may log the full IP address used to sign up a product account and retain that for use in mitigating future spammy signups. We may also log all account access by full IP address for security and fraud prevention purposes, and we may keep this login data for as long as your product account is active.

Website interactions

We may collect information about your browsing activity for analytics and statistical purposes such as conversion rate testing and experimenting with new product designs. This includes, for example, your browser and operating system versions, your IP address, which web pages you visited and how long they took to load, and which website referred you to us. If you have an account and are signed in, these web analytics data are tied to your IP address and user account until your account is no longer active. The web analytics we use are described further in the Advertising and Cookies section.

Anti-bot assessments

We use hCaptcha to mitigate brute force logins and as a means of spam protection. We have a legitimate interest in protecting our apps and the broader Internet community from credential stuffing attacks and spam. When you log into your KAC accounts and when you fill in certain forms in KAC products, the hCaptcha service evaluates various information (e.g., IP address, how long the visitor has been on the app, mouse movements) to try to detect if the activity is from an automated program instead of a human. The hCaptcha service then provides KAC with the spam score results; we do not have access to the evaluated information.

Advertising and Cookies

KAC may run contextual ads on various third-party platforms such as Google, Reddit, and LinkedIn. Users who click on one of our ads will be sent to the KAC marketing site. Where permissible under law, we may load an ad-company script on their browsers that sets a third-party cookie and sends information to the ad network to enable evaluation of the effectiveness of our ads, e.g., which ad they clicked and which keyword triggered the ad, and whether they performed certain actions such as clicking a button or submitting a form.

We also use persistent first-party cookies and some third-party cookies to store certain preferences, make it easier for you to use our applications, and perform A/B testing as well as support some analytics.

A cookie is a piece of text stored by your browser. It may help remember login information and site preferences. It might also collect information such as your browser type, operating system, web pages visited, duration of visit, content viewed, and other click-stream data. You can adjust cookie retention settings and accept or block individual cookies in your browser settings, although our apps won’t work and other aspects of our service may not function properly if you turn off all cookies.

Voluntary correspondence

When you email KAC with a question or to ask for help, we keep that correspondence, including your email address, so that we have a history of past correspondence to reference if you reach out in the future.

We also store information you may volunteer, for example, written responses to surveys. If you agree to a customer interview, we may ask for your permission to record the conversation for future reference or use. We will only do so with your express consent.

How we approach mobile app permissions

We offer optional desktop and mobile apps for some of our products. Our apps might request your consent before accessing contacts, calendar, camera, and other privacy-sensitive features of your device. Consent is always optional and our apps will function without it, though some features may be unavailable. There are a few exceptions, for example:

• Our iOS apps will ask for permission to use push notifications upon first sign-in.

• Android apps do not require permission to send push notifications.

When we access or disclose your information

To provide products or services you’ve requested.

We use some third-party subprocessors to help run our applications and provide the Services to you. We might also use third-party processors for other business functions such as managing newsletter subscriptions, sending customer surveys, and providing our company storefront. You can view the list at Company processors.

No KAC-associated human looks at your content except for limited purposes with your express permission. We may access your data if required to respond to legal process (see "When required under applicable law" below).

To help you troubleshoot or squash a software bug, with your permission.

If at any point we need to access your content to help you with a support case, we will ask for your consent before proceeding.

To investigate, prevent, or act regarding restricted uses.

Accessing a customer’s account when investigating potential abuse is a measure of last resort. We want to protect the privacy and safety of both our customers and the people reporting issues to us, and we do our best to balance those responsibilities throughout the process. If we discover you are using our products for a restricted purpose, we will take action as necessary, including notifying appropriate authorities where warranted.

Aggregated and de-identified data.

We may aggregate and/or de-identify information collected through the services. We may use de-identified or aggregated data for any purpose, including marketing or analytics.

When required under applicable law.

KAC is a U.S. company and all data infrastructure are located in the U.S.

• Requests for user data. Our policy is to not respond to government requests for user data unless we are compelled by legal process or in limited circumstances in the event of an emergency request. However, if U.S. law enforcement authorities have the necessary warrant, criminal subpoena, or court order requiring us to disclose data, we must comply. Likewise, we will only respond to requests from government authorities outside the U.S. if compelled by the U.S. government through procedures outlined in a mutual legal assistance treaty or agreement. It is KAC’s policy to notify affected users before we disclose data unless we are legally prohibited from doing so, and except in some emergency cases.

• Preservation requests. Similarly, KAC’s policy is to comply with requests to preserve data only if compelled by the U.S. Federal Stored Communications Act, 18 U.S.C. Section 2703(f), or by a properly served U.S. subpoena for civil matters. We do not disclose preserved data unless required by law or compelled by a court order that we choose not to appeal. Furthermore, unless we receive a proper warrant, court order, or subpoena before the required preservation period expires, we will destroy any preserved copies of customer data at the end of the preservation period.

• If we are audited by a tax authority, we may be required to disclose billing-related information. If that happens, we will disclose only the minimum needed, such as billing addresses and tax exemption information.

Your rights with respect to your information

At KAC, we strive to apply the same data rights to all customers, regardless of their location. Some of these rights include:

• Right to Know. You have the right to know what personal information is collected, used, shared or sold. We outline both the categories and specific bits of data we collect, as well as how they are used, in this privacy policy.

• Right of Access. This includes your right to access the personal information we gather about you, and your right to obtain information about the sharing, storage, security and processing of that information.

• Right to Correction. You have the right to request correction of your personal information.

• Right to Erasure / “To Be Forgotten”. This is your right to request, subject to certain limitations under applicable law, that your personal information be erased from our possession and, by extension, from all of our service providers. Fulfillment of some data deletion requests may prevent you from using KAC services because our applications may then no longer work. In such cases, a data deletion request may result in closing your account.

• Right to Complain. You have the right to make a complaint regarding our handling of your personal information with the appropriate supervisory authority.

• Right to Restrict Processing. This is your right to request restriction of how and why your personal information is used or processed, including opting out of sale of your personal information. (We will not sell your personal data.)

• Right to Object. You have the right, in certain situations, to object to how or why your personal information is processed.

• Right to not Be Subject to Automated Decision-Making. You have the right to object to and prevent any decision that could have a legal or similarly significant effect on you from being made solely based on automated processes. This right is limited if the decision is necessary for performance of any contract between you and us, is allowed by applicable law, or is based on your explicit consent.

• Right to Non-Discrimination. We do not and will not charge you a different amount to use our products, offer you different discounts, or give you a lower level of customer service because you have exercised your data privacy rights. However, the exercise of certain rights may, by virtue of your exercising those rights, prevent you from using our Services.

Some of these rights may be exercised by signing in and updating your account information. Please note that certain information may be exempt from such requests under applicable law. For example, we need to retain certain information to provide our services to you.

In some cases, we also need to take reasonable steps to verify your identity before responding to a request, which may include, at a minimum, depending on the sensitivity of the information you are requesting and the type of request you are making, verifying your name and email address. If we are unable to verify you, we may be unable to respond to your requests. If you have questions about exercising these rights or need assistance, please contact us at inquiries@kinanco.com or at Kinetic Analysis Corporation, PO Box 423, Garrett Park, MD 20896, USA. If an authorized agent is corresponding on your behalf, we will need written consent with a signature from the account holder before proceeding.

Depending on applicable law, you may have the right to appeal our decision to deny your request, if applicable. We will provide information about how to exercise that right in our response denying the request. You also have the right to lodge a complaint with a supervisory authority. If you are in the EU or UK, you can contact your data protection authority to file a complaint or learn more about local privacy laws.

What happens when you delete content in your product accounts

In many of our applications, we give you the option to delete content. Anything you delete in your product accounts while they are active will be kept in an accessible trash can for about 25 days (it varies a little by product). After that time, the deleted content cannot be accessed via the application and we are not able to retrieve it for you. The trashed content may remain on our active servers for another 30 days, and copies of the content may be held in backups of our application databases for up to another 30 days after that. Altogether, any content trashed in your product accounts should be purged from all of our systems and logs within 90 days.

If you choose to cancel your account, your content will become immediately inaccessible and should be purged from our systems in full within 60 days. This applies both for cases when an account owner directly cancels and for auto-canceled accounts. Please refer to our Cancellation Policy for more details.

Data retention

We keep your information for the time necessary for the purposes for which it is processed. The length of time for which we retain information depends on the purposes for which we collected and use it and your choices, after which time we may delete and/or aggregate it. We may also retain and use this information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements. Through this policy, we have provided specific retention periods for certain types of information.

Location of site and data

Our products and other web properties are operated in the United States. If you are located in the European Union, UK, or elsewhere outside of the United States, please be aware that any information you provide to us will be transferred to and stored in the United States. By using our websites or Services and/or providing us with your personal information, you consent to this transfer.

When transferring personal data from the EU

The European Data Protection Board (EDPB) has issued guidance that personal data transferred out of the EU must be treated with the same level of protection that is granted under EU privacy law. UK law provides similar safeguards for UK user data that is transferred out of the UK. Accordingly, KAC has adopted a data processing addendum with Standard Contractual Clauses to help ensure this protection. KAC’s DPA is available at the Data Processing Addendum section.

There are also a few ad hoc cases where EU personal data may be transferred to the U.S. in connection with KAC operations, for instance, if an EU user signs up for our newsletter or participates in one of our surveys or buys swag from our company online store. Such transfers are rare and data is transferred under the Article 49(1)(b) derogation under GDPR and the UK version of GDPR.

If you are a California Resident

California Resident Notice at Collection

If you are a California resident, the California Consumer Privacy Act, as amended by the California Privacy Rights Act of 2020 (“CCPA”), requires us to provide some additional information to California residents. This Section only applies to you if you are a California resident, although please note that this information and the rights afforded herein are the same as offered to our other users in our main Privacy Policy. This Section does not apply to personal information we collect from our employees and job applicants in their capacity as employees and job applicants, as such information practices are described in separate policies.

This chart details these activities.

For more information about each category of personal information, purpose of use, and third parties to which we disclose personal information, please see the "What we collect and why," and "When we access or disclose you information" sections.

Your Choices Regarding “Sharing” and “Selling”: You have the right to opt out of our sale/sharing of your personal information for purposes of online analytics and advertising. Currently, we do not sell or share your data as defined by the CCPA.

Other CCPA Rights. If we ever offer any financial incentives in exchange for your personal information, we will provide you with appropriate information about such incentives.

The CCPA also allows you to limit the use or disclosure of your “sensitive personal information” (as defined in the CCPA) if your sensitive personal information is used for certain purposes. Please note that we do not use or disclose sensitive personal information other than for business purposes for which you cannot opt out under the CCPA.

Please see the “Your rights with respect to your information” section of our Policy above for information about the additional rights you have with respect to your personal information under California law and how to exercise them.

Retention of Your Personal Information. Please see the “Data Retention” section for more information.

Shine the Light Disclosure

The California "Shine the Light" law gives residents of California the right under certain circumstances to request information from us regarding how we disclose certain categories of personal information (as defined in the Shine the Light law) with third parties for their direct marketing purposes. We currently do not disclose your personal information to third parties for their own direct marketing purposes.

Changes and questions

We may update this policy as needed to comply with relevant regulations and reflect any new practices. Whenever we make a significant change to our policies, we will refresh the date at the top of this page and take any other appropriate steps to notify users.

Have any questions, comments, or concerns about this privacy policy, your data, or your rights with respect to your information? Please get in touch by emailing us at inquiries@kinanco.com and we’ll be happy to try to answer them!

KAC policies are open source, licensed under CC BY 4.0. Adapted from the Basecamp open-source policies / CC BY 4.0.

Use Restrictions

Restricted purposes

When you use any of Kinetic Analysis Corporation’s services, you acknowledge that you may not:

• Collect or extract information and/or user data from accounts which do not belong to you.

• Circumvent, disable, or otherwise interfere with security-related features of the Service(s).

• Trick, defraud, or mislead us or other users, including but not limited to making false reports or impersonating another user.

• Upload or transmit (or attempt to upload or to transmit) viruses or any type of malware, or information collection mechanism, including 1×1 pixels, web bugs, cookies, or other similar devices.

• Interfere with, disrupt, or create an undue burden on the Service(s) or the networks or the Service(s) connected.

• Harass, annoy, intimidate, or threaten others, or any of our employees engaged in providing any portion of the Service(s) to you.

• Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Service(s).

• Use the Service(s) in a manner inconsistent with any applicable laws or regulations.

Accounts found to be in violation of any of the above are subject to cancellation without prior notice.

How to report abuse

Violations can be reported by emailing sales@kinanco.com and should include detailed information about the account, the content or behavior you are reporting, and how you found it, including URLs or screenshots. If you need a secure file transfer, let us know and we will send you a link. We will not disclose your identity to anyone associated with the reported account. For copyright cases, please see instructions in the Copyright section.

How we handle abusive usage

Last updated: June 21, 2024

We build our products* to give teams a better way to work. We are proud of that purpose and trust that our customers use our products for appropriate endeavors.

Sometimes, though, we discover potential abusive usage as detailed in our Use Restrictions policy. When that happens, we investigate using the following guiding principles and process.

Guiding Principles

Human oversight

Our internal abuse oversight committee includes our executives and other representatives from the company. On rare occasions for particularly sensitive situations or if legally required, we may also seek counsel from external experts.

Balanced responsibilities

We have an obligation to protect the privacy and safety of both our customers and the people reporting issues to us. We do our best to balance those responsibilities throughout the process.

Focus on evidence

We base our decisions on the evidence available to us: what we see and hear account users say and do. We document what we observe and ask whether that observable evidence points to a restricted use.

Process

Every case goes through the same general process:

• Discovery

• Investigation

• Decision, sometimes with right to an appeal

How do we discover potential abuse?

We may learn about potential abuse because:

• Someone alerts us. We give abuse reports our full care and attention. We also respond to every question or comment that comes in. If we notice anything in those emails that points to a violation, we will look into it.

• We notice an anomaly in our business operations monitoring.

• We stumble upon public web content that links an individual or organization to a KAC product in a manner that violates our use restrictions.

This list is not exhaustive.

How do we investigate?

We focus on the evidence:

• Language and imagery used by users on the account

• Evidence of account users’ power and/or ability to act on spoken claims

• Publicly available information about account users

We strive to balance privacy and safety for all those involved:

• We will make every effort to complete our investigations without accessing a customer account. We also consider whether it is appropriate to involve the account owner in a given investigation and seek additional evidence from them.

• As we review the evidence, we look for indications of existing negative impact. We also assess the severity of any potential negative impact, regardless of intent. When relevant, we look for and follow available guidelines from expert institutions.

• If we cannot come to a fair assessment from the information available, we may decide to access a customer account without notice. We do not make this decision lightly. Customer privacy is a big deal to us and we only pursue this course of action if the evidence we have already is very concerning, but not definitive.

What happens if someone really broke the rules?

We will terminate an account without advance notice if there is evidence it is being used for a restricted purpose that has, is, or will cause severe harm to KAC or KAC customers. If applicable, we will also report the incident to the appropriate authorities.

For other cases, we’ll take a case-by-case approach to clear things up.

Further, as a small, privately owned independent business that puts our values and conscience ahead of growth at all costs, we reserve the right to deny service to anyone we ultimately feel uncomfortable doing business with.

Can you appeal a decision?

If we terminate an account without notice, the decision is final.

For other cases, we will consider good faith appeals sent to sales@kinanco.com by the account owner within 14 calendar days.

*This process applies to any product created and owned by Kinetic Analysis Corporation.

KINETIC ANALYSIS CORPORATION DATA PROCESSING ADDENDUM

(Last updated June 25, 2024)

This Data Processing Addendum (“DPA”) together with its Schedules and Appendices form a part of the Kinetic Analysis Corporation’s Terms of Service and Privacy Policy, both as updated from time to time, or other applicable agreement between Kinetic Analysis Corporation (“KAC”) and the customer (“Customer”) identified in such agreement (“Agreement”) for the use of KAC’s online services (“Services”). All capitalized terms not defined herein shall have the meaning set forth in the Agreement. To the extent of any conflict between this DPA, any previously executed data processing addendum, and the Agreement, this DPA will govern. In the event of any conflict or inconsistency between the body of this DPA on the one hand, and the UK Addendum and/or Standard Contractual Clauses (as applicable) on the other, the UK Addendum and/or Standard Contractual Clauses (as applicable) shall prevail.

Customer enters into this DPA on behalf of itself and, to the extent required under applicable Data Protection Laws and Regulations, on behalf of Customer’s Authorized Affiliates. For the purposes of this DPA only, “Customer” shall include Customer and Authorized Affiliates.

This DPA reflects the parties’ agreement with regard to the Processing of Personal Data. In the course of providing the Services to Customer pursuant to the Agreement, KAC may process Personal Data on behalf of Customer, and the Parties agree to comply with the following provisions with respect to any Personal Data.

DATA PROCESSING TERMS

1. DEFINITIONS

“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. “Control,” for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.

“Authorized Affiliate” means any of Customer’s Affiliate(s) which (a) is subject to the data protection laws and regulations of the European Union, the European Economic Area and/or their member states, Switzerland and/or the United Kingdom, (b) is permitted to use the Services pursuant to the Agreement between Customer and KAC but has not signed its own Agreement with KAC and is not a “Customer” as defined under the Agreement, and (c) qualifies as a Controller of Personal Data Processed by KAC.

“Controller” means the entity which determines the purposes and means of the Processing of Personal Data, and includes “business” as defined in the CCPA.

“Customer Data” means what is described in the KAC Privacy Policy, available at https://kinanco.com/company-policies as “your data”, “your information” or similar terms.

“Data Protection Laws and Regulations” means all laws and regulations applicable to the Processing of Personal Data under the Agreement, including, to the extent applicable, laws and regulations of the European Union, the European Economic Area and their member states, Switzerland and the United Kingdom, including the General Data Protection Regulation, Regulation (EU) 2016/679 (“GDPR”); the Swiss Federal Act on Data Protection (“FADP”); the United Kingdom Data Protection Act of 2018 (“UK GDPR”); and the California Consumer Privacy Act, Cal. Civ. Code § 1798.100 et seq. and associated regulations and amendments, including, when effective, the California Privacy Rights Act amendments (“CCPA”) and the privacy laws of other U.S. states (collectively, “U.S. Privacy Laws”).

“Data Subject” means the identified or identifiable person to whom Personal Data relates.

“End Users” means Customer’s end users such as employees, contractors, “clients” as that term is used in KinetiCastTM, or others that Customer invites to use a KAC Service via Customer’s account.

“Personal Data” means any information that is Customer Data and that relates to (i) an identified or identifiable natural person and/or (ii) an identified or identifiable legal entity (where such information is protected similarly as personal data under applicable Data Protection Laws and Regulations).

“Processing” (including its various forms) means any operation or set of operations which is performed upon Personal Data, whether or not by automatic means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

“Processor” means the entity that Processes Personal Data on behalf of the Controller and includes a “service provider” as defined under the CCPA.

“Security, Privacy and Architecture Documentation” means KAC’s security overview as updated from time to time and accessible at https://kinanco.com/company-policies or other documentation made reasonably available by KAC.

“Standard Contractual Clauses” means the contractual clauses annexed to the European Commission's Implementing Decision 2021/914 of 4 June 2021 on standard contractual clauses for the transfer of personal data to third countries pursuant to Regulation (EU) 2016/679 of the European Parliament and of the Council, located at https://eur‑lex.europa.eu/eli/dec_impl/2021/914/oj, and completed as set forth in Section 11 below.

“Subprocessor” means any Processor engaged by KAC.

“Supervisory Authority” means an independent public authority that is established by an EEA State pursuant to the GDPR, the UK’s Information Commissioner’s Office and/or the Swiss Federal Data Protection and Information Commissioner.

"UK Addendum" means the International Data Transfer Addendum to the EU Commission Standard Contractual Clauses (available as of the Effective Date at https://ico.org.uk/media/for- organisations/documents/4019539/international-data-transfer-addendum.pdf).

2. PROCESSING OF PERSONAL DATA

2.1 Roles of the Parties. The parties acknowledge and agree that with regard to the Processing of Personal Data, Customer is either a Controller or Processor of Personal Data and KAC is a Processor.

2.2 Customer’s Processing of Personal Data. Customer shall, in its use of the Services:

2.2.1 Process Personal Data in accordance with the requirements of Data Protection Laws and Regulations. For the avoidance of doubt, Customer’s instructions for the Processing of Personal Data shall comply with Data Protection Laws and Regulations;

2.2.2 have sole responsibility for the accuracy, quality, and legality of Personal Data and the means by which Customer acquires Personal Data;

2.2.3 have provided adequate notices to, and obtained valid consents from, any Data Subjects relating to the Processing (including the disclosure) of Personal Data by Customer and, as applicable, to cross-border transfers of such Personal Data; and

2.2.4 shall not, by act or omission, cause KAC to violate any Data Protection Laws and Regulations, or notices provided to or consents obtained from Data Subjects as a result of Processing the Personal Data.

2.3 KAC’s Processing of Personal Data.

2.3.1 KAC shall treat Personal Data as confidential information and shall only Process Personal Data: (1) to fulfill its obligations to Customer under the Agreement, including this DPA; (2) on behalf of Customer and in accordance with Customer’s documented instructions; and (3) in compliance with Data Protection Laws and Regulations. This DPA and the Agreement are Customer’s complete and final documented instructions to KAC for the Processing of Personal Data. Any additional or alternate instructions must be agreed upon separately. For the purposes of the UK Addendum and/or Standard Contractual Clauses (as applicable), the following is deemed an instruction by the Customer to process Personal Data: (i) Processing in accordance with the Agreement; (ii) Processing initiated by Customer and/or its End Users in their use of the Services; and (iii) Processing to comply with other reasonably documented instructions provided by Customer (e.g., via email) where such instructions are consistent with the terms of the Agreement and this DPA.

2.3.2 The subject matter of Processing of Personal Data by KAC is the performance of the Services pursuant to the Agreement. The duration of the Processing, the nature and purpose of the Processing, and the types of Personal Data and categories of Data Subjects Processed under this DPA are further specified in Schedule 1.

2.3.3 Without prejudice to section 2.3.1, KAC shall:

i. Not “sell” Personal Data or “share” Personal Data for purposes of “cross-context behavioral advertising” or “targeted advertising” as such terms are defined under U.S. Privacy Laws;

ii. Not attempt to (a) re-identify any pseudonymized, anonymized, aggregate, or de- identified Personal Data or (b) link or otherwise create a relationship between Customer Data and any other data, without Customer’s express authorization;

iii. Not retain, use, or disclose Personal Data outside of the direct business relationship between Customer and KAC;

iv. Comply with any applicable restrictions under U.S. Privacy Laws on combining Personal Data with personal data that KAC receives from, or on behalf of, another person or persons, or that the KAC collects from any interaction between it and a data subject; and

v. Immediately notify Customer if KAC determines that (a) it can no longer meet its obligations under this DPA or Data Protection Laws and Regulations; (b) it has breached this DPA; or (c) in KAC’s opinion, an instruction from Customer infringes Data Protection Laws and Regulations.

2.3.4 KAC shall promptly notify Customer of any government requests for access to or information about KAC’s Processing of Personal Data on Customer’s behalf unless prohibited by Data Protection Laws and Regulations. KAC will provide Customer with reasonable cooperation and assistance in relation to any such request. If KAC is prohibited by applicable Data Protection Laws and Regulations from disclosing the details of a government request to Customer, KAC shall inform Customer that it can no longer comply with Customer’s instructions under this DPA without providing more details and await Customer’s further instructions. KAC will attempt to use legal mechanisms to challenge any demands for data access through national security process that it receives, as well as any non-disclosure provisions attached thereto.

2.3.5 KAC shall provide reasonable assistance to and cooperation with Customer for Customer's performance of a data protection impact assessment of Processing or proposed Processing of Personal Data, when required by applicable Data Protection Laws and Regulations, and at Customer's reasonable expense.

2.3.6 KAC shall provide reasonable assistance to and cooperation with Customer for Customer's consultation with regulatory authorities in relation to the Processing or proposed Processing of Personal Data, including complying with any obligation applicable to KaC under Data Protection Laws and Regulations to consult with a regulatory authority in relation to KAC’s Processing or proposed Processing of Personal Data.

2.3.7 KAC certifies that it understands its obligations under this DPA (including without limitation the restrictions under Section 2) and that it will comply with them.

3. DATA SUBJECT REQUESTS

KAC shall, to the extent legally permitted, promptly notify Customer if KAC receives a request from a Data Subject to exercise the Data Subject’s rights related to Personal Data under Data Protection Laws and Regulations, including the right of access, right to rectification, restriction of Processing, erasure (“right to be forgotten”), data portability; to object to the Processing, or to assert its right not to be subject to an automated individual decision making process (“Data Subject Request”). Taking into account the nature of the Processing, KAC shall assist Customer by appropriate technical and organizational measures, insofar as this is possible, for the fulfilment of Customer’s obligation to respond to a Data Subject Request under Data Protection Laws and Regulations. In addition, to the extent Customer, in its use of the Services, does not have the ability to address a Data Subject Request, KAC shall upon Customer’s request provide commercially reasonable efforts to assist Customer in responding to such Data Subject Request, to the extent KAC is legally permitted to do so and the response is required under Data Protection Laws and Regulations. To the extent legally permitted, Customer shall be responsible for any costs arising from KAC’s provision of such assistance.

4. KAC PERSONNEL

4.1 Confidentiality. KAC shall ensure that its personnel engaged in the Processing of Personal Data are informed of the confidential nature of the Personal Data, have received appropriate training on their responsibilities, and have executed written confidentiality agreements. KAC shall ensure that such confidentiality obligations survive the termination of the personnel engagement.

4.2 Reliability. KAC shall take commercially reasonable steps to ensure the reliability of any KAC personnel engaged in the Processing of Personal Data.

4.3 Limitation of Access. KAC shall ensure that KAC’s access to Personal Data is limited to those personnel performing Services in accordance with the Agreement.

4.4 Questions. For questions about this DPA or any other privacy matters, please send an email to inquiries@kinanco.com .

5. SUBPROCESSORS

5.1 Appointment of Subprocessors. Customer acknowledges and agrees that KAC may engage third-party Subprocessors in connection with the provision of the Services. KAC has entered into a written agreement with each Subprocessor containing data protection obligations not less protective than those in this DPA with respect to the protection of Personal Data, to the extent such is applicable to the nature of the Services provided by such Subprocessor.

5.2 List of Current Subprocessors and Notification of New Subprocessors. KAC shall make available to Customer the current list of Subprocessors for the KinetiCast Terms of Services on KAC’s website. KAC shall provide notification to the Customer of a new Subprocessor(s) before authorizing any new Subprocessor(s) to Process Personal Data in connection with the provision of the applicable Services. Customers must monitor KAC company-policies page for notification of Subprocessor changes.

5.3 Objection Right for New Subprocessors. Customer may object to KAC’s use of a new Subprocessor by notifying KAC promptly in writing within ten (10) business days after receipt of KAC’s notice of a new Subprocessor in accordance with Section 5.2. In the event Customer objects to a new Subprocessor, KAC may, at its option, recommend a commercially reasonable change to Customer’s configuration or use of the Services to avoid Processing of Personal Data by the new Subprocessor without unreasonably burdening the Customer. If KAC is unable to make available such change within a reasonable period of time, which shall not exceed thirty (30) days, Customer may terminate with written notice to KAC the applicable Agreement solely with respect to Services that cannot be provided by KAC without use of the new Subprocessor. As of the effective date of termination, KAC will refund Customer any prepaid fees such terminated Services covering the remainder of the term and will not penalize Customer for such termination.

6. SECURITY

6.1 Controls for the Protection of Personal Data. KAC shall maintain appropriate technical and organizational measures to protect the security (including protection against unauthorized or unlawful Processing; accidental or unlawful destruction, loss or alteration or damage; or unauthorized disclosure of, or access to, Personal Data), confidentiality, and integrity of Personal Data, as set forth in the Security, Privacy and Architecture Documentation. KAC will not materially decrease the overall security of the Services during a subscription term.

6.2 Third-Party Certifications and Audits. Upon Customer’s written request at reasonable intervals, and subject to the confidentiality obligations set forth in the Agreement, KAC shall make available to Customer a copy of KAC’s then most recent third-party audits or certifications, as applicable; provided, however, that this provision shall not apply if Customer or Customer’s independent, third-party auditor is a competitor of KAC.

6.3 Unauthorized Processing of Personal Data. Customer retains the right to take reasonable and appropriate steps to stop and remediate unauthorized Processing of Personal Data, including any Processing of Personal Data not authorized in this DPA.

7. PERSONAL DATA INCIDENT MANAGEMENT AND NOTIFICATION

KAC shall notify Customer without undue delay, and in compliance with Data Protection Laws and Regulations, after becoming aware of the accidental or unlawful destruction, loss, alteration, or unauthorized disclosure of, or access to, Personal Data transmitted, stored, or otherwise Processed by KAC or its Subprocessors (a “Personal Data Incident”). KAC shall make reasonable efforts to identify the cause of such Personal Data Incident and take those steps as KAC deems necessary and reasonable in order to remediate the cause of such a Personal Data Incident to the extent the remediation is within KAC’s reasonable control. The obligations herein shall not apply to incidents that are caused by Customer or Customer’s End Users.

8. RETURN AND DELETION OF PERSONAL DATA

Upon termination of the Agreement, KAC shall return Personal Data to Customer and, to the extent allowed by applicable law, delete Personal Data in accordance with the procedures and timeframes specified in the Security, Privacy and Architecture Documentation.

9. AUTHORIZED AFFILIATES

9.1 Contractual Relationship. Each Authorized Affiliate agrees to be bound by the terms of this DPA and, to the extent applicable, the Agreement. Further, all access to and use of the Services by Authorized Affiliates must comply with the terms and conditions of the Agreement, and any violation of the terms and conditions of the Agreement by an Authorized Affiliate shall be deemed a violation by Customer. For the avoidance of doubt, an Authorized Affiliate is not and does not become a party to the Agreement by Customer entering into this DPA, and is only a party to the DPA.

9.2 Communication. Customer shall remain responsible for coordinating all communication with KAC under this DPA and be entitled to make and receive any communication in relation to this DPA on behalf of its Authorized Affiliates.

9.3 Rights of Authorized Affiliates. Where an Authorized Affiliate becomes a party to the DPA with KAC, it shall, to the extent required under applicable Data Protection Laws and Regulations, be entitled to exercise the rights and seek remedies under this DPA, subject to the following:

9.3.1 Except where applicable Data Protection Laws and Regulations require that the Authorized Affiliate exercise a right or seek any remedy under this DPA against KAC directly by itself, the parties agree that (a) only Customer shall exercise any such right or seek any such remedy on behalf of the Authorized Affiliate, and that (b) Customer shall exercise any such rights under this DPA in a combined manner for all of its Authorized Affiliates together (as set forth, for example, in Section 9.3.2, below), not separately for each Authorized Affiliate individually.

9.3.2 The parties agree that Customer shall, when carrying out an on-site audit of the procedures relevant to protecting Personal Data, take all reasonable measures to limit any impact on KAC and its Subprocessors by combining, to the extent reasonably possible, several audit requests carried out on behalf of different Authorized Affiliates in one single audit.

10. LIMITATION OF LIABILITY

To the extent permitted under applicable Data Protection Laws and Regulations, each party’s and all of its Affiliates’ liability arising out of or related to this DPA and all DPAs between Authorized Affiliates and KAC, whether in contract, tort or under any other theory of liability, is subject to the limitations of liability set forth in the Agreement, and such limitations apply to the aggregate liability of that party and all of its Affiliates under the Agreement and all DPAs together. For the avoidance of doubt, KAC’s and its Affiliates’ total liability for all claims from the Customer and all of its Authorized Affiliates arising out of or related to the Agreement and each DPA shall not be understood to apply individually and severally to Customer and/or to any Authorized Affiliate that is a contractual party to any such DPA.

11. INTERNATIONAL DATA TRANSFERS

11.1 Subject to the additional terms in Schedule 1, KAC makes available the Standard Contractual Clauses and the UK Addendum, which shall apply to any transfers of Personal Data under this DPA from the European Economic Area and/or their member states and Switzerland, and the United Kingdom, respectively, to countries which do not ensure an adequate level of data protection within the meaning of Data Protection Laws and Regulations of the foregoing territories, to the extent such transfers are made in connection with the Processing of Personal Data under the DPA and are subject to such Data Protection Laws and Regulations.

11.2 To the extent legally required, by signing the Agreement, Customer and KAC are deemed to have signed the Standard Contractual Clauses, which form part of this DPA and (except as described in Section 11.4 and 11.5 below) will be deemed completed as follows:

11.2.1 Module 2 of the Standard Contractual Clauses applies to transfers of Personal Data from Customer (as a controller) to KAC (as a processor) and Module 3 of the Standard Contractual Clauses applies to transfers of Personal Data from Customer (as a processor) to KAC (as a processor);

11.2.2 Clause 7 (the optional docking clause) is included;

11.2.3 Under Clause 9 (Use of sub-processors), the Parties select Option 2 (General written authorization);

11.2.4 Under Clause 11 (Redress), the optional language requiring that Data Subjects be permitted to lodge a complaint with an independent dispute resolution body shall not be deemed to be included;

11.2.5 Under Clause 17 (Governing law), the Parties choose Option 1 (the law of an EU Member State that allows for third-Party beneficiary rights). The Parties select the laws of Ireland;

11.2.6 Under Clause 18 (Choice of forum and jurisdiction), the Parties select the courts of Ireland; 11.2.7 Annex I(A) and I(B) (List of Parties) is completed as set forth in Schedule 1;

11.2.7 Annex I(A) and I(B) (List of Parties) is completed as set forth in Schedule 1;

11.2.8 Under Annex I(C) (Competent supervisory authority), the Parties shall follow the rules for identifying such authority under Clause 13 and, to the extent legally permissible, select the Irish Data Protection Commission;

11.2.9 Annex II (Technical and organizational measures) is completed with Schedule 1 of this DPA; and

11.2.10 Annex III (List of subprocessors) is not applicable as the Parties have chosen General Authorization under Clause 9.

11.3 With respect to Personal Data transferred from the United Kingdom for which United Kingdom law (and not the law in any European Economic Area jurisdiction or Switzerland) governs the international nature of the transfer, the UK Addendum forms part of this DPA and takes precedence over the rest of this DPA as set forth in the UK Addendum. Undefined capitalized terms used in this provision shall mean the definitions in the UK Addendum. For purposes of the UK Addendum, they shall be deemed completed as follows: (a) the Parties' details shall be the Parties and their affiliates to the extent any of them is involved in such transfer; (b) the Key Contacts shall be the contacts set forth in Schedule 1; (c) the Approved Standard Contractual Clauses referenced in Table 2 shall be the Standard Contractual Clauses as executed by the Parties; (d) either Party may end this DPA as set out in Section 19 of the UK Addendum; and (e) by entering into the Agreement, the Parties are deemed to be signing the UK Addendum.

11.4 For transfers of Personal Data that are subject to the FADP, the Standard Contractual Clauses form part of this DPA as set forth in Section 7(b) of this DPA, but with the following differences to the extent required by the FADP: (1) references to the GDPR in the Standard Contractual Clauses are to be understood as references to the FADP insofar as the data transfers are subject exclusively to the FADP and not to the GDPR; (2) references to personal data in the Standard Contractual Clauses also refer to data about identifiable legal entities until the entry into force of revisions to the FADP that eliminate this broader scope; (3) the term "member state" in Standard Contractual Clauses shall not be interpreted in such a way as to exclude Data Subjects in Switzerland from the possibility of suing for their rights in their place of habitual residence (Switzerland) in accordance with Clause 18(c) of the Standard Contractual Clauses; and (4) the relevant supervisory authority is the Swiss Federal Data Protection and Information Commissioner (for transfers subject to the FADP and not the GDPR), or both such Commissioner and the supervisory authority identified in the Standard Contractual Clauses (where the FADP and GDPR apply, respectively)

11.5 Copies of Subprocessor Agreements. The parties agree that copies of the Subprocessor agreements that must be provided by KAC to Customer pursuant to the applicable Standard Contractual Clauses or Controller to Processor Clauses, or Processor to Processor Clauses may have all commercial information or clauses unrelated to the applicable Standard Contractual Clauses, Controller to Processor Clauses, or Processor to Processor Clauses removed by KAC beforehand; and, that such copies will be provided by KAC, in a manner to be determined in its discretion, only upon request by Customer.

11.6 Processor to Processor Clauses. For purposes of the Processor to Processor Clauses, Customer agrees that it is unlikely that KAC will know the identity of Customer's Controller(s) because KAC does not have a direct relationship with such Controller(s). Therefore, Customer will fulfill any and all of KAC obligations to Customer's Controller(s) under the Processor to Processor Clauses.

11.7 Audits and Certifications. The parties agree that the audits described in the UK Addendum and/or Standard Contractual Clauses (as applicable) shall be carried out in accordance with Section 6.2 of the DPA.

11.8 Certification of Deletion. The parties agree that the certification of deletion of Personal Data that is described in the UK Addendum and/or Standard Contractual Clauses (as applicable) shall be provided by KAC to Customer only upon Customer's request.

SCHEDULE 1

ANNEX I

A. LIST OF PARTIES

Data exporter(s):

Name: The entity identified as Customer in the DPA or such other agreement between KAC and Customer

Address: The Address for the Customer associated with the KAC account

Contact person’s name, position and contact details: The contact details associated with the KAC Account

Activities relevant to the data transferred under these Clauses: The activities specified in the DPA

Signature and date: By using KAC’s services to transfer data to Third Countries, the exporter will be deemed to have signed Annex 1

Role (controller/processor): Controller, or in some instances Processor

Data importer(s):

Name: Kinetic Analysis Corporation

Address: PO Box 423, Garrett Park, Maryland 20896, USA

Contact person’s name, position and contact details: Richard Murnane, CEO, rmurnane@kinanco.com

Activities relevant to the data transferred under these Clauses: KAC provides data that shall consist of digital, geo-referenced, weather-impact or earth-impact, natural hazards data content which processes personal data upon the instruction of the data exporter in accordance with the terms of the agreement between the data exporter and KAC.

Signature and date: By processing the data exporter’s data on data exporter’s instructions, the data importer will be deemed to have signed this Annex I

Role (controller/processor): Processor

B. DESCRIPTION OF TRANSFER

Categories of data subjects whose personal data is transferred

Data exporter and/or data subjects (as directed by data exporter), may submit personal data to the Services concerning the following categories of data subjects:

·       Prospects, customers business partners and vendors (who are natural persons) of data exporter;

·       Employees or contact persons of data exporter’s prospects, customers, business partners and vendors;

·       Employees, agents, advisors, independent contractors, members and/or freelancers of data exporter; and/or

·       Other categories of data subjects as expressly determined by the data exporter.

Categories of personal data transferred

Data exporter and/or data subjects (as directed by data exporter) may submit personal data to the Services, the type, extent and detail of which is determined and controlled by the data exporter and/or the data subject in its sole discretion.

Sensitive data transferred (if applicable) and applied restrictions or safeguards that fully take into consideration the nature of the data and the risks involved, such as for instance strict purpose limitation, access restrictions, keeping a record of access to the data, restrictions for onward transfers or additional security measures.

Data exporter and/or data subjects (as directed by data exporter) may submit Sensitive Data to the Services, the type, extent and detail of which is determined and controlled by the data exporter and/or the data subject in its sole discretion. KAC takes the security and privacy of data very seriously. The restrictions and safeguards that apply to all Personal Data, including any Sensitive Data, can be found in KAC’s Privacy Policy, security policies, as updated from time to time and accessible at https://www.kinanco.com/company-policies .

The frequency of the transfer (e.g. whether the data is transferred on a one-off or continuous basis).

Data exporter and/or data subjects (as directed by data exporter) may submit personal data to the Services either once, or on a continuous basis (for example by making changes to personal data) as determined and controlled by the data exporter and/or the data subject in its sole discretion.

Nature of the processing

KAC processes personal data only as necessary to perform the Services and only performs the type(s) of processing as instructed by the data exporter and/or data subject and only pursuant to the Agreement, the DPA and these Clauses.

Purpose(s) of the data transfer and further processing

The purposes of the processing are determined solely by the data exporter and/or data subject in its sole discretion.

The period for which the personal data will be retained, or, if that is not possible, the criteria used to determine that period

Subject to any other terms allowing or requiring longer retention, and subject to KAC’s normal data retention policies, KAC only processes personal data for the duration of the Agreement, unless the data is deleted prior thereto by the data exporter and/or data subject.

For transfers to (sub-)processors, also specify subject matter, nature and duration of the processing

KAC transfers Personal Data to Sub-processors as set forth in KAC’s Privacy Policy, available at https://kinanco.com/company-policies .

C. COMPETENT SUPERVISORY AUTHORITY

Identify the competent supervisory authority/ies in accordance with Clause 13

The competent supervisory authority will be determined in accordance with the GDPR and where possible, will be the Irish Data Protection Commissioner.

ANNEX II - TECHNICAL AND ORGANISATIONAL MEASURES INCLUDING TECHNICAL AND ORGANISATIONAL MEASURES TO ENSURE THE SECURITY OF THE DATA

The various measures we take to ensure an appropriate level of security, taking into account the nature, scope, context and purpose of the processing, and the risks for the rights and freedoms of natural persons, can be found in KAC’s Privacy Policy and security policies, as updated from time to time.

KAC establishes data processing agreements with all of its sub-processors that handle personal data, which require those sub-processors to adhere to the same, if not more stringent requirements, as KAC.