Terms of Use

Effective: May 31, 2024

PLEASE READ CAREFULLY THESE TERMS OF USE (THE "TERMS"), WHICH GOVERN YOUR USE OF AND ACCESS TO SEQERA’S SERVICES AND ARE A BINDING CONTRACT BETWEEN YOU AND SEQERA LABS, S.L. ("SEQERA," "WE," AND "US"). YOU REPRESENT AND WARRANT THAT YOU HAVE FULL LEGAL AUTHORITY TO ACCEPT THESE TERMS UNDER ALL APPLICABLE LAWS. BY ACCESSING OR USING SEQERA’S SERVICES ("ACCEPTANCE"), YOU WILL CREATE A LEGALLY ENFORCEABLE CONTRACT WHERE YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS OF THESE TERMS WITHOUT MODIFICATION. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS. IF YOU CANNOT OR DO NOT AGREE TO ALL TERMS AND CONDITIONS IN THIS AGREEMENT, YOU ARE PROHIBITED FROM ACCESSING OR USING THE SEQERA SYSTEM.

YOUR ACCESSING OR USING SEQERA’S SERVICES IN ANY WAY MEANS THAT YOU AGREE TO ALL OF THESE TERMS, AND THESE TERMS WILL REMAIN IN EFFECT WHILE YOU USE THE SERVICES. THESE TERMS INCLUDE THE PROVISIONS IN THESE TERMS AND OUR PRIVACY POLICY.

Welcome to Seqera. Please read on to learn the rules and restrictions that govern your use of our website(s), products, services, and applications (the "Services"). If you have any questions, comments, or concerns regarding these terms or the Services, please contact us at support@seqera.io.

Modifications to these Terms.

We are constantly trying to improve our Services, so these Terms may need to change along with the Services. We reserve the right to change the Terms at any time, but if we do, we will bring it to your attention by placing a notice on the Seqera website, by sending you an email, and/or by some other means.

If you don't agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Services. If you use the Services in any way after a change to the Terms is effective, that means you agree to all of the changes.

Except for changes by us as described here, no other amendment or modification of these Terms will be effective unless in writing and signed by both you and us.

Privacy at Seqera.

Seqera takes the privacy of its users very seriously. For the current Seqera Privacy Policy, please click https://seqera.io/privacy-policy/.

The Children's Online Privacy Protection Act (COPPA) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13. We do not knowingly collect or solicit personally identifiable information from children under 16; if you are a child under 16, please do not attempt to register for the Services or send any personal information about yourself to us. If we learn we have collected personal information from a child under 16, we will delete that information as quickly as possible. If you believe that a child under 16 may have provided us personal information, please contact us at privacy@seqera.io.

Seqera account registration.

You may be required to sign up for an account, and select a password and username ("Seqera Username").

If you plan to use the Services for your personal purposes, and not on behalf of or in connection with any of your work or responsibilities for any of your employers, institutions, universities, or labs (each, an “Institution”), please use your personal email address not associated with any of such Institutions to sign up for Seqera’s Services (“Personal Account”).

If you plan to use the Services for, on behalf of, or in connection with any of your work or responsibilities for any Institution, please use your email address associated with such Institution to sign up for Seqera’s Services (“Institutional Account”).

Personal accounts.

It is important that you separate your personal projects from your work or responsibilities for any Institution by signing up a Personal Account for your personal projects using your personal email address, and using an Institutional Account only for, on behalf of, or in connection with your work or responsibilities for such Institution. You’re solely responsible for your choice of Personal Account or Institutional Account and hereby release and hold Seqera harmless from any and all liability arising from such choice, including, without limitation, any transfer of or grant of rights to your User Submissions to any Institution as described herein.

Institution accounts.

Before signing up, please contact your Institution to verify whether it has purchased any of the Services. You may be eligible or required to use the Services as an authorized user within such Institution pursuant to a separate written agreement entered into by such Institution with Seqera (each, an “Enterprise Agreement”), and such Enterprise Agreement will supersede these Terms and control your use of the Services through the Institutional Account. If your Institution has not signed up for the Services yet, you may also use your email address associated with such Institution to sign up for Seqera’s Services. You acknowledge and agree that your use of an email address associated with an Institution for Seqera’s Services constitutes your acceptance that such use shall only be for, on behalf of, or in connection with your work or responsibilities for such Institution, and not for your personal purposes. Before such Institution signs up for the Services, your use of the Services via your email address associated with such Institution will be governed by these Terms. When such Institution enters into an Enterprise Agreement for the Services, you acknowledge and agree that your Institution may request Seqera to transfer any of your accounts using an email address associated with such Institution to such Institution, in which event your use of the Services will be governed by the applicable Enterprise Agreement.

You further acknowledge and agree that in connection with the transfer of your Seqera account to your Institution, your User Submissions (defined below) stored in such account may be transferred over to your Institution, which may have certain rights over your User Submissions, including without limitation, the right to access, edit, export, or delete any part of such User Submissions, the right to grant access to such User Submissions to other third parties, and the right to restrict your access to your Institution account and/or such User Submissions. Note that your Institution, not Seqera, decides and controls what rights your Institution may have over your Institution account and your User Submissions, and you may be subject to any agreement you have entered into with your Institution when using the Services through an email address associated with such Institution.

Your account.

When using either Personal Account or Institutional Account, you represent and warrant that (i) you (and your licensors) have all right, title and interest (including, without limitation, sole ownership of) all of your User Submissions and the intellectual property rights with respect thereto, (ii) you have all the necessary rights, consents, and approvals to grant Seqera the right and license to provide the Services to you or to use your User Submissions as otherwise permitted under these Terms. You, and not Seqera, have the sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all your User Submissions. You agree that you will not (and will not permit others to) violate any agreement with or rights of any third party (including your current and former Institutions) or, use or disclose at any time any third party’s confidential information or intellectual property in connection with your use of the Services. If Seqera receives any notice or claim that any of your User Submissions, or activities hereunder with respect to any User Submission, may infringe or violate rights of a third party, Seqera may (but is not required to) suspend activity hereunder with respect to such User Submission and you shall indemnify Seqera from all liability, damages, settlements, attorney fees and other costs and expenses in connection with any such claim, as incurred.

You agree to provide us with accurate, complete, and updated registration information about yourself. You may not select as your Seqera Username a name that you don't have the right to use, or another person's name with the intent to impersonate that person. You may not transfer your account to anyone else without our prior written permission.

You will not share your account or password with anyone, and you must protect the security of your account and your password. You're responsible for any activity associated with your account.

Restrictions on your use of the Services.

You represent, warrant, and agree that you will not contribute any Content or User Submission (each of those terms is defined below) or otherwise use the Services or interact with the Services (i) other than for your noncommercial purposes, including your internal, personal, trial, or product evaluation purposes) in non-production environments, or (ii) in a manner:

• To process, use, transmit or introduce any (a) non-public, government-issued ID numbers; (b) personal financial data, account numbers, or other sensitive identifying number (e.g. passport number, driver's license numbers, Social Security Numbers, Tax Identification Number, or account numbers for a personal debit card or credit card, including, without limitation, cardholder data or sensitive authentication data, as such terms are defined under the Payment Card Industry Data Security Standards); (c) an individual’s username or email address in combination with a password or security question that would permit access to such individual’s account; (d) geolocation data that could identify the precise location of any individual; (e) any personally identifiable information regarding an individual under the age of 16; (hf) any data regarding an individual’s criminal convictions, offenses, or records; (g) any data revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, or trade union membership, or data concerning an individual’s sex life or sexual orientation; or (h) any other data that (1) is classified as "sensitive," "special category" or a similar categorization pursuant to applicable data protection laws, including, without limitation (i) the Health Insurance Portability and Accountability Act; (ii) the Health Information Technology for Economic and Clinical Health (HITECH) Act; and (iii) the Gramm-Leach-Bliley Act; (2) for which there is no consent, or other necessary authority, from the owner of the data to be submitted to or stored in the SaaS Service; or (3) that, if subject to a breach, is likely to result in risk to the rights and freedom to the related individual.
• To license, sub-license, sell, re-sell, rent, lease, transfer, distribute or time share or otherwise make them available for access by third parties.
• To disassemble, reverse engineer, decompile or modify them or otherwise create derivative works of them.
• To access them for the purpose of developing a product or service that competes with a Seqera product or service.
• To use them to create, use, send, store or run viruses or other harmful computer code, files, scripts, agents or other programs or engage in any other malicious act.
• To disrupt their security, integrity or operation.
• To remove or modify a copyright or other proprietary rights notice in them.
• To use them to reproduce, distribute, display, transmit or use material protected by copyright or other intellectual property right (including the rights of publicity or privacy) without first obtaining the permission of the owner.
• To use them to damage the property of another.
• That violates any applicable federal, state, local or international law or regulation, or advocates, promotes or assists in any unlawful act, constitutes an illegal threat or violates export control laws.
• That temporarily or permanently alters, erases, removes, copies, modifies, halts or disables any Seqera or third-party data, software or network.
• That violates the rights of any person or entity that may give rise to civil or criminal liability under applicable laws or regulations applicable to you, another user, and/or Seqera, including violation of privacy or publicity rights, infringement of any copyright, patent, trademark, trade secret or other intellectual property right, or conflicts with these Terms of Use or the Privacy Policy.
• To transmit or introduce offensive materials, including those involving profanity, violence, sexual conduct, pornography or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
• To monitor or attempt to gain unauthorized access to: (1) an account or computer not belonging to you; (2) any data, information or communications on any network or system not owned by you, without authorization; (3) any system or network user accounts or passwords of other users, without authorization; or (4) e-mail addresses, screen names or other identifiers without the consent of the person identified (including, without limitation, phishing, password robbery, spidering and harvesting).
• That is false, deceptive, misleading or fraudulent, including but not limited to: (1) any attempt to impersonate any person or entity, including any other user, Seqera or a Seqera employee; (2) to misrepresent your identity or affiliation with any person or organization; and (3) any attempt to give the impression that you are posting materials from any person or entity other than yourself if that is not the case, including but not limited to altering your IP source address.
• To monitor or copy materials made available via the Seqera Services for any unauthorized purpose or access the Seqera Services via any automatic device, process or means of access such as a bot or spider.
• That may have a detrimental effect on the Seqera Services function, user interaction or security, including but not limited to: (1) gaining unauthorized access to, or attempting to compromise the security of, any network, system, computing facility, equipment, data or information; (2) attempting to intercept, redirect or otherwise interfere with communications intended for others; (3) disabling, damaging overburdening or impairing the Seqera Services or any server, computer or database connected to or accessed by the Seqera Services; (4) modifying, blocking or otherwise interfering with the display of Seqera Services; (5) interfering with another user’s ability to access, use and enjoy the Seqera Services; (6) accessing another user’s registration information or user account without that user’s express written permission; (7) transmitting or introducing any malicious or technologically harmful element to Seqera Services such as a spyware program, virus, Trojan horse, worm or logic bomb; (8) performing, without Seqera’s express prior written authorization, scalability testing, load testing, probing, scanning, penetration or vulnerability testing of Seqera Services; and (9) engaging in any activities that results in any server being the target of a denial of service attack.

A violation of any of the foregoing is grounds for termination of your right to use or access the Services.

Sensitive Data Processing

While Seqera does not prohibit the processing of sensitive data, You must ensure your compliance with all applicable laws and regulations regarding such data. Seqera does not warrant that the Services are compliant with all applicable laws and regulations concerning the processing of such data. You agree that You are solely responsible for determining the appropriateness of using Seqera’s Services for processing sensitive data. In using Seqera’s Services, You shall ensure that all sensitive data uploaded to Seqera’s Services is encrypted using industry-standard encryption protocols. Seqera may provide support for encryption protocols but does not assume responsibility for the encryption process itself. Seqera shall not be liable for any unauthorized access, use, or disclosure of sensitive data resulting from Your failure to comply with the encryption requirements or from any breach that occurs despite the implementation of such protocols. You agree to indemnify and hold Seqera harmless from any claims, damages, or liabilities arising from the processing of sensitive data. You agree, where feasible, and otherwise are strongly encouraged to de-identify sensitive data before uploading it to Seqera Services. De-identification should be performed in a manner that the data cannot be reidentified. Seqera may provide tools to support de-identification but does not guarantee its effectiveness.

Content.

The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations, submissions, and so forth (all of the foregoing, the "Content") are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you won't use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else's (including Seqera's) rights.

You understand that Seqera owns the Services. You won't modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Services.

User Submissions.

Anything you post, input, upload, share, store, or otherwise provide through the Services is your "User Submission." Some User Submissions are viewable by other users or system administrators. Please note that all of the following licenses are subject to our Privacy Policy to the extent they relate to User Submissions that are also your personally-identifiable information.

For all User Submissions, you hereby grant Seqera a royalty-free, perpetual, sublicenseable, irrevocable, and worldwide license to translate, modify, and reproduce and otherwise act with respect to such User Submissions, in each case to enable us to operate the Services, which may include taking technical steps to conform and adapt those User Submissions to the technical requirements of connection networks, devices, services, or media.

Third party websites and services.

The Services may contain links or connections to third party websites or services that are not owned or controlled by Seqera. When you access third party websites or use third party services, you accept that there are risks in doing so, and that Seqera is not responsible for such risks. We encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each third party website or service that you visit or utilize.

Seqera has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third party websites or by any third party that you interact with through the Services. In addition, Seqera will not and cannot monitor, verify, censor or edit the content of any third party site or service. By using the Services, you release and hold us harmless from any and all liability arising from your use of any third party website or service.

Changes to the Services.

We're always trying to improve the Services, so they may change over time. We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services. We'll try to give you notice when we make a material change to the Services that would adversely affect you, but this isn't always practical. Similarly, we reserve the right to remove any Content from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.

Account termination.

You're free to do that at any time, by deleting your account within the Seqera Platform, contacting your administrator, or contacting us at support@seqera.io; please refer to our Privacy Policy, as well as the licenses above, to understand how we treat information you provide to us after you have stopped using our Services.

Seqera is also free to terminate (or suspend access to) your use of the Services or your account, for any reason in our discretion, including your breach of these Terms. Seqera has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.

Account termination may result in destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account. We will try to provide advance notice to you prior to our terminating your account so that you are able to retrieve any important User Submissions you may have stored in your account (to the extent allowed by law, these Terms, and any other agreements to which you’re subject), but we may not do so if we determine it would be impractical, illegal, not in the interest of someone's safety or security, or otherwise harmful to the rights or property of Seqera.

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.

Disclaimers, limitation of liability, and indemnification.

WARRANTY DISCLAIMER. NEITHER SEQERA NOR ITS LICENSORS OR SUPPLIERS MAKES ANY REPRESENTATIONS OR WARRANTIES CONCERNING ANY CONTENT CONTAINED IN OR ACCESSED THROUGH THE SERVICES, AND WE WILL NOT BE RESPONSIBLE OR LIABLE FOR THE ACCURACY, COPYRIGHT COMPLIANCE, LEGALITY, OR DECENCY OF MATERIAL CONTAINED IN OR ACCESSED THROUGH THE SERVICES. WE (AND OUR LICENSORS AND SUPPLIERS) MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING SUGGESTIONS OR RECOMMENDATIONS OF SERVICES OR PRODUCTS OFFERED OR PURCHASED THROUGH THE SERVICES. THE SERVICES AND CONTENT ARE PROVIDED BY SEQERA (AND ITS LICENSORS AND SUPPLIERS) ON AN "AS-IS" BASIS, WITHOUT WARRANTIES OR ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.

LIMITATION OF LIABILITY. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL SEQERA (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) 500 EUR OR (II) THE AMOUNTS PAID BY YOU TO SEQERA IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (III) ANY MATTER BEYOND OUR REASONABLE CONTROL.

Indemnity. To the fullest extent allowed by applicable law, you agree to indemnify and hold Seqera, its affiliates, officers, agents, employees, and partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys' fees) arising from or in any way related to any third party claims relating to (a) your use of the Services (including any actions taken by a third party using your account), and (b) your violation of these Terms.

General.

Assignment. You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Seqera's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.

Choice of law, jurisdiction, and venue. This Agreement is governed and interpreted in accordance with the laws of Spain, and parties hereby submit to the exclusive jurisdiction of the courts of the City of Barcelona (Spain), provided, however, that we retain the right to bring any suit, action or proceeding against you for breach of these Terms in your country of residence or any other relevant country. You hereby irrevocably waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts. and the Licensee hereby irrevocably consent to the exclusive jurisdiction and venue of these courts. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU AND SEQERA ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

Pre-release technology. From time to time, Seqera may make beta or other pre-general release versions of the Services (“Pre-Release Technology”) available to you at no additional charge. You may use the Pre-Release Technology only for internal testing and evaluation and you may not provide access to or disclose the existence of Pre-Release Technology to any third party. Seqera provides the Pre-Release Technology: a) free of charge; (b) without support; (c) “AS IS”; and (d) without warranty, or obligation to you of any kind, including to continue to provide access to the Pre-Release Technology. The aggregate liability (excluding indirect, special, and consequential damages, for which Seqera disclaims all liability), for any claim arising from use of the Pre-Release Technology will not exceed [500 EUR].

Miscellaneous. You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that the Seqera may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Seqera agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Seqera, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. For the avoidance of doubt, terms of any master services agreement, subscription agreement, or other written agreement between you and Seqera, pursuant to which you have been granted the right to use or access the Seqera Services, shall supersede these Terms solely with respect to any conflicting terms herein. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Seqera, and you do not have any authority of any kind to bind Seqera in any respect whatsoever. You and Seqera agree there are no third party beneficiaries intended under these Terms.