Data Use Agreement

This Agreement is dated as of the date you first agree to this Agreement and is entered into by and between the organization that you represent (“you”, “your” or “yours”) and Growth Intelligence, Inc. (“Growth Intelligence”, “we”, “our”, or “us”).  By clicking on the “I Accept” button, or accessing or using the Platform, you agree to be bound byand a party to this Agreement.

1.1           License. Subject to the terms and conditions set forth herein, you hereby grantto us a non-exclusive, non-transferable, non-sublicensable, irrevocable, perpetual, worldwide, royalty-free license to the health data shared via the Platform, which may include, among other types of data, fetal ultrasound biometry, associated clinical measurements, family and ancestral health history, delivery outcomes, and neonatal outcomes (the “Health Data”) for the purposes set forth in Section 1.3.

1.2           Specifications. You agree to submit only Health Data that (a) meets our Data and Formatting Requirements, where “Data and Formatting Requirements” means the requirements setforth in Data Formatting Requirements, as may be updated from time to time, and (b) De-Identified, where “De-Identified” means, with respect to any Health Data, the removal of all direct identifiers pursuant to 45 C.F.R. 164.514(b)(2)(i) or certified as statistically de-identifiedpursuant to 45 C.F.R. 164.514(b)(1), and with each method in accordance with the Health Insurance Portability and Accountability Act (“HIPAA”) and the Department of Health and Human Services’ Guidance Regarding Methods for De-Identification of Protected Health Information in accordance with HIPAA, as though the Health Data is subject to HIPAA and regardless of whether the Health Data is actually subject to HIPAA and “De-Identification” means the process of De-identifying the Health Data.

1.3           Purpose. Growth Intelligence is developing and refining its computational analysis program designed to assess fetal growth (the “Program”). We will use the Health Data you provide to usto (a) develop, train, test, validate, and improve the Program and its underlying models, (b) conduct retrospective analyses and studies of growth predictions based on such data, (c) generate analysis reports (each, a “Report”) that evaluate the Program’s outputs and predictions against historical assessments, analyses, or evaluations performed by you with respect to such Health Data, and (d) publish, disclose, distribute, or otherwise use any Reports, analyses, insights, or aggregated results from such Health Data in materials including without limitation scientific publications, regulatory submissions, and marketing materials.  

1.4           No Re-Identification. We agree not to Re-Identify any data included in the Health Data. We also agree not to facilitate Re-identification of any Health Data by any third party and not to combine Health Data with any other personal information, such as name, address, email, social network information, user location or other personal information. “Re-Identify” or “Re-Identification” means, with respect to any Health Data, to reverse De-Identification or otherwise establish direct personal identifiers in the Health Data.

2.1            Health Data. You retain all right, title, and interest in and to the Health Data that you submit, subject to the licenses set forth herein.

2.2           Platform and technology. Growth Intelligence retains all right, title, and interest in and to the Platform and Program, including all algorithms, models, and software included therein, and including all modifications, enhancements or other improvements to any of the foregoing.

2.3           Outputs. Growth Intelligence retains all right, title, and interest in and to any Reports, analyses, insights, or aggregated results generated from the Health Data.

2.4           No Reverse Engineering. You shall not, and shallnot cause or permit, (a) modification, adaptation, making derivative works of or reverse engineering, disassembling or decompiling of (i) the Platform or anycomponent thereof; or (ii) any Report; or (b) distilling or attempting toderive the underlying weights or mechanisms of any model or computational analysis program that is part of the Platform.

2.5           Feedback. You may provide suggestions or other fedback to us. If you do, you understand that we may use such suggestions orother feedback for any purpose and any resulting intellectual property that we generate shall be solely owned by us.

3.1            No Professional Advice. Any Report provided to you in connection with the Health Data does not provide, and should not berelied upon for, medical or other professional advice. Any Report provided is for general informational purposes only and does not constitute professional advice.

3.2           Beta Product. You understand that the Platform is a beta product and may not always function as intended.

3.3           Disclaimer of Warranty.  THE PLATFORM IS BEING PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND AND WE HEREBY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE PLATFORM, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR ANY PARTICULAR PURPOSE, INFORMATIONAL CONTENT, INTERFERENCE WITH ENJOYMENT OR THAT THE PLATFORM IS ERROR-FREE OR FREE FROM DEFECTS.

Each party agrees to use reasonable efforts to maintain the other party’s Confidential Information in confidence, and not to use the other party’s Confidential Information for any purpose other than to exercise its rights or perform its obligations under this agreement. “Confidential Information” means Health Data (which is your Confidential Information) and Reports (which are our Confidential Information).  Either party may disclose Confidential Information to any employee, advisor, contractor, or actual or potential investor or financing counterparty (collectively, “Representatives”) who have a need to know for purposes of this Agreement and who are bound by confidentiality obligations, and such party shall be responsible for each Representative’s compliance. Either party may disclose Confidential Information to the extent required by applicable law, provided such party provides prior written notice to the other party (to the extent legally permitted) and reasonably cooperates to limit such disclosure.

This Agreement is effective as of the date that you agree to this Agreement as first set forth above and continues in effect until terminated. Growth Intelligence may suspend or terminate your access to the Platform at any time for any reason or no reason and you may terminate at any time for any reason or no reason by ceasing access to the Platform. Any license that is set forth as perpetual shall not be terminated by any termination of this Agreement, and this sentence shall survive any such termination.

By accessing the Platform and uploading Health Data, you hereby agree to indemnify and hold harmless Growth Intelligence and its Representatives from any claims, damages, losses, liabilities, and all costs and expenses of defense arising out of or relating to:
(a) your breach of this Agreement;
(b) your collection, use, ordisclosure of the Health Data, including any failure to obtain requiredconsents, approvals, or authorizations; or
(c) any allegation that the Health Data, or use thereof as permitted under this Agreement, violates applicable law or infringes, misappropriates, or otherwise violates any third-party rights.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL GROWTH INTELLIGENCE OR ITS AFFILIATES BE LIABLE UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, PRODUCT LIABILITY, OR OTHERWISE, ARISING OUT THIS AGREEMENT FOR ANY LOST PROFITS, REVENUES, INFORMATION OR DATA OR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, MULTIPLE, OR OTHER INDIRECT DAMAGES, EVEN IF GROWTH INTELLIGENCE OR ITS AFFILIATES HAVE BEEN ADVISED ON THE POSSIBILITY OF ANY OF THE FOREGOING. OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT HEREUNDER WILL NOT EXCEED $250.

This Agreement constitutes the entire agreement between you and Growth Intelligence with regard to the subject matter hereof and supersedes any communications between you and Growth Intelligence. No consent, modification, or change of any term of this Agreement shall bind Growth Intelligence or you unless mutually agreed to by you and us; provided, however, that we may post an updated version of this Agreement from time to time, and if you continue to use the Platform after we do so, you agree to be bound by such updated version of this Agreement after we have posted it on our website.

This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without regard to its conflict of law provisions. Any dispute in relation to this Agreement must be brought in a state or federal court in Boston, Massachusetts.

This Agreement, and the rights and obligations hereunder, may not be assigned, in whole or in part, by you. The term “including”, “includes”, “include” or “such as” shall be deemed to be followed by “without limitation” unless already followed thereby.

If you have any questions, please contact us at admin@growthintelligence.health.

Last updated: 9 June 2026.