1. Introduction and Acceptance of Terms
These Terms of Service (“Terms”) govern access to and use of the data products, services, platforms, APIs, reports, datasets, analytics, and related offerings (collectively, the “Services”) provided by Adata Solutions LLC, a [State of Formation] limited liability company (“Adata,” “we,” “us,” or “our”).
By accessing, purchasing, licensing, or otherwise using the Services, you (“Client,” “you,” or “your”) acknowledge that you have read, understood, and agree to be legally bound by these Terms. If you are entering into these Terms on behalf of an entity, you represent that you have authority to bind such entity.
2. Description of Services
Adata provides data ingestion, transformation, anonymization, cleansing, aggregation, normalization, enrichment, analytics, and commercialization services related to transactional, behavioral, and related data (the “Data Products”).
The Services may include, without limitation:
• Collection and ingestion of raw transactional or event-level data from authorized sources
• Removal of direct and indirect identifiers
• Anonymization, de-identification, aggregation, and statistical transformation
• Data quality enhancement, normalization, and cleansing
• Creation of derived datasets, indices, insights, and analytics
• Licensing or sale of Data Products to financial institutions and other qualified clients
3. Data Sources and Lawful Permissions
3.1 Authorized Data Sources
Adata represents and warrants that all data used in its Services is obtained from lawful and authorized sources, including but not limited to:
• Commercial data providers
• Retailers, payment processors, or intermediaries
• Technology platforms and service providers
• Other third-party partners and licensors
3.2 Valid Rights and Consents
Adata represents and warrants that it has obtained all necessary rights, permissions, licenses, and consents from its data sources to:
• Receive, ingest, and process the data
• Anonymize, de-identify, aggregate, and transform the data
• Create derivative and analytical products
• License, distribute, and sell the resulting Data Products to third parties
Such permissions may arise from contractual agreements, end-user disclosures, privacy notices, terms of use, or other lawful mechanisms.
3.3 No Personal Data Transfer
Adata does not sell, license, or disclose Personal Data (as defined by applicable privacy laws) in identifiable form. Data Products are designed to be anonymized or de-identified and not reasonably capable of identifying any individual.
4. Data Processing and Anonymization
4.1 Anonymization Standards
Adata applies commercially reasonable and industry-accepted technical and organizational measures to ensure that Data Products are:
• De-identified
• Aggregated where appropriate
• Stripped of direct identifiers (e.g., names, account numbers)
• Processed to minimize re-identification risk
4.2 No Re-Identification
Clients expressly agree that they shall not attempt to re-identify any individual, household, or entity represented in the Data Products, nor combine the Data Products with other datasets for such purposes.
5. License Grant to Client
Subject to these Terms and any applicable Order Form or Data License Agreement, Adata grants Client a limited, non-exclusive, non-transferable, revocable license to use the Data Products solely for:
• Internal analysis
• Research
• Risk modeling
• Investment, economic, or financial analysis
• Other permitted purposes specified in writing
No ownership rights are transferred.
6. Restrictions on Use
Client shall not:
• Resell, sublicense, or redistribute Data Products without express written authorization
• Use Data Products for consumer marketing, advertising, credit eligibility, employment, insurance underwriting, or individual-level decisioning
• Attempt to reverse engineer data sources or methodologies
• Use Data Products in violation of any applicable law or regulation
7. Intellectual Property
All Services, Data Products, methodologies, processes, transformations, analytics, models, schemas, documentation, and intellectual property are and shall remain the exclusive property of Adata Solutions LLC or its licensors.
Client acknowledges that Data Products may constitute trade secrets and proprietary information.
8. Compliance With Laws
Both parties agree to comply with all applicable laws and regulations, including but not limited to:
• U.S. federal and state privacy laws
• Data protection and consumer privacy regulations
• Financial services regulations applicable to Client
Adata does not represent that the Services are compliant with laws applicable exclusively to Client’s specific regulated activities.
9. Confidentiality
Each party agrees to protect the other party’s Confidential Information using reasonable care and to use such information solely for purposes permitted under these Terms.
Confidential Information includes non-public business, technical, pricing, data methodologies, and contractual information.
10. Disclaimers
THE SERVICES AND DATA PRODUCTS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” ADATA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, OR COMPLETENESS.
ADATA DOES NOT GUARANTEE ANY PARTICULAR OUTCOME, PERFORMANCE, OR FINANCIAL RESULT.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
• ADATA SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
• ADATA’S TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID BY CLIENT TO ADATA IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM
12. Indemnification
Client agrees to indemnify, defend, and hold harmless Adata from any claims arising out of:
• Client’s misuse of the Data Products
• Violation of these Terms
• Attempted re-identification
• Regulatory or third-party claims caused by Client’s use
13. Term and Termination
These Terms remain in effect until terminated. Adata may suspend or terminate access for violation of these Terms. Upon termination, all licenses cease, and Client must cease use of the Data Products.
14. Governing Law and Venue
These Terms shall be governed by the laws of the State of [Insert State], without regard to conflict-of- laws principles. Exclusive venue shall lie in state or federal courts located in that state.
15. Miscellaneous
• Entire Agreement: These Terms constitute the entire agreement unless superseded by a signed agreement
• Severability: Invalid provisions shall not affect remaining provisions
• Assignment: Client may not assign without Adata’s consent
• Force Majeure: Neither party liable for events beyond reasonable control
16. Contact Information
Adata Solutions LLC
[378 grand ave, pawtucket, ri, 02861
admin@alphadatapipe.com
4016757410