Legal terms

Updated: May 19, 2025

These Terms of Use (“Terms of Use”) govern your use and access of the Anaqua (“we”, “us”, “our” or “Anaqua”) website located at www.anaqua.com (“Anaqua Site”).
By accessing the Anaqua Site you agree to be bound by these Terms of Use as stated here in and our Privacy Policy available at https://www.anaqua.com/privacy-policy/#global-privacy-policy and incorporated herein. If you do not agree with the Terms of Use and/or Privacy Policy, you are prohibited from using or accessing this site and your continued unlawful use of the Anaqua Site shall constitute a violation of these Terms of Use. Anaqua may revise these Terms of Use at any time without notice. By using the Anaqua Site, you agree to be bound by the then current version of these Terms of Use.

1. Ownership

(a) Intellectual Property. All content provided on the Anaqua Site (the “Anaqua Content”) is owned by or licensed to Anaqua and/or its affiliates and assigns. Anaqua and its licensors shall retain all proprietary rights to the Anaqua Content listed on the Anaqua Site. The Anaqua Content may not be reproduced, transmitted, re-transmitted, distributed or re-distributed without the prior written consent of Anaqua and according to the Terms of Use enumerated herein.

(b)Trademarks. The trademarks, service marks, trade names and logos on the Anaqua Site are the trademarks of Anaqua and/or its affiliates. All other trademarks, service marks, trade names and logos on the Anaqua Site that are not trademarks of Anaqua are the exclusive property of those third parties listed on the Anaqua Site. Nothing in these Terms of Use shall grant you the limited right or license to reproduce, transmit, re-transmit, distribute or re-distribute any of the trademarks, service marks, trade names and/or logos of Anaqua and any third parties listed on the Anaqua Site.

2. Limited Use License

Subject to your compliance with these Terms of Use, Anaqua grants you a limited, non-exclusive, non-transferable, non-sublicensable and revocable right and license to access the Anaqua Site. You are prohibited from using the material in any way not expressly contemplated in these Terms of Use, including but not limited to:

1. modifying, copying or reproducing any materials listed on the Anaqua Site;
2. using the materials for any commercial purpose, or for any public display (commercial or non-commercial);
3. attempting to decompile, reverse engineer, merge, disassemble or transform any software contained on the Anaqua Site;
4. removing any copyright or other proprietary notations from any materials;
5. transferring the materials to another person or "mirror" the materials on any other server;
6. allowing a third-party to use any services using your account information;
7. gaining or attempting to gain unauthorized access to any services, other accounts, computer systems or networks connected to any Anaqua Site or server or to any of the services provided by Anaqua through hacking, password mining or any other means;
8. using the Anaqua Site and/or services provided on the Anaqua Site in any manner that could damage, disable, overburden, or impair any Anaqua server or website, or the network(s) connected to any Anaqua server, or interfere with any other party’s use and enjoyment of the Anaqua Site or services provided on the Anaqua Site;
9. obtaining or attempting to obtain any materials or information through any means not intentionally made available by Anaqua through the Anaqua Site or services provided on the website;
10. submitting any sensitive personal information through the Anaqua Site, including the chatbot;
11. submitting any information through the Anaqua Site that is subject to export control laws;
12. reproduce or otherwise use the data on the Anaqua Site in any manner in conjunction with any artificial intelligence, machine learnings, algorithms, or models (“AI Mechanisms”) or for the purpose of training such AI Mechanisms;
13. otherwise exploiting the Anaqua Site; or
14. in any manner that is unlawful;

This license shall automatically terminate if you violate any of the provisions of these Terms of Use and may be terminated by Anaqua at any time, at its sole discretion, without notice. Upon termination of the limited license granted herein, you must destroy any and all downloaded materials in your possession, whether in electronic, printed or other format.

3. Disclaimer of Warranties

This site and the materials contained herein are provided by anaqua on an “As is” and “As available” basis. Anaqua makes no commitment that the materials on the anaqua site are accurate, complete, or correct. To the fullest extent permitted by applicable laws, anaqua makes no warranties, express or implied, and hereby disclaims and negates any and all other warranties, including but not limited to, implied warranties or conditions of merchantability, fitness for a particular purpose, non-infringement of intellectual property or other violation of any third party rights. Anaqua does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on any part of the anaqua site or otherwise relating to such materials, or on any third-party websites, blogs or social media sites linked to the anaqua site.

The materials on the anaqua site are for general informational purposes only and do not constitute legal, financial, or other professional advice. You should not rely on the materials as a substitute for specific advice. Anaqua does not warrant or represent that any information provided on the anaqua site should be relied upon for making decisions.

4. Limitation on Liability

You understand and agree that, to the maximum extent permitted by applicable law, in no event shall anaqua or its suppliers be liable for any damages, including but not limited to damages for special, direct, indirect, consequential or incidental loss, loss of data, loss of profit or damages resulting from a business interruption, arising out of the use or inability to use the materials on the anaqua site or corruption of the anaqua site, whether or not such damages occur in an action of contract, negligence or other tortious action and regardless of whether anaqua or an anaqua authorized representative has been notified orally or in writing of the possibility of such damages.

5. Indemnification

You will indemnify us and our subsidiaries, affiliates, officers, agents, employees, partners, and licensors from any claim(s), demand(s), loss(es), or damage(s), including reasonable attorney’s fees arising out of or relating to: (a) your use of or inability to use the Anaqua Site; (b) your violation of this Terms of Use; and (c) your violation of any third party rights including intellectual property rights.

6. Third Party Links

Use or access to any links to third party websites, blogs, or other social media outlets provided on the Anaqua Site (“Third Party Link(s)”) is at your own risk. Anaqua is not responsible for the content in the Third Party Links and the inclusion of any Third Party Link does not imply any endorsement whatsoever by Anaqua of the Third Party Links or of any viewpoint expressed on the Third Party Link.

7. Unsolicited User Provided Content

Anaqua or its employees acknowledge that they may receive unsolicited ideas and/or works, including but not limited to ideas and/or works for new advertising campaigns, new promotions, new products or technologies, processes, materials, marketing plans, new product names, original creative artwork, samples, demos or other forms of ideas and/or works. Any unsolicited submission is at your own risk. You acknowledge that any unsolicited ideas that are submitted through the Anaqua Site shall not be treated as confidential and/or proprietary by Anaqua and that any potential similarities between Anaqua products, ideas, works or marketing strategies and any unsolicited ideas and/or works received from you are purely coincidental and in no way grant you any property rights in any of the Anaqua published products, ideas, works or marketing strategies. If you obtain any lawful and limited property rights in any unsolicited ideas and/or works either before or after the unsolicited submission through the Anaqua Site, you hereby grant any and all its limited, lawful ownership and/or property rights to Anaqua.

8. User Account, Password and Security

If any of the services and/or features provided on the Anaqua Site requires you to open an account, you must complete the registration process by providing Anaqua with current, complete and accurate information as prompted by the applicable registration form. You may also be required to choose a password and/or a username. You are solely responsible for maintaining the confidentiality of your password and account and for any and all activities that occur under your account. You agree to notify Anaqua immediately of any unauthorized use of your account or any other breach of security. Anaqua shall not be liable for any loss that you may incur as a result of a third party using your password or account, either with or without your knowledge.

9. Governing Law

These Terms of Use shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles. Any disputes arising out of or in connection with these Terms of Use shall be subject to the exclusive jurisdiction of the state and federal courts located in Delaware.

10. Miscellaneous

(a) No assignment. You may not assign or transfer these Terms of Use to anyone else.
(b) Electronic Communications. You agree to receive any communications that we provide to you by e-mail.
(c) Notice and User Inquiries. All inquiries by you or notices to Anaqua regarding these Terms of Use and/or any other inquiry regarding the Anaqua Site shall be made through emailing Anaqua, Inc. at webadmin@anaqua.com; or by writing us at Anaqua, Inc., ATTN: Privacy Officer, 31 St James Ave, Suite 1100, Boston, MA 02116 USA. We will attempt to respond to your inquiries in a timely manner. All other inquiries and/or notices that violate and/or disseminate from this procedure enumerated herein will not be acknowledged as proper notice by Anaqua and will not receive a response.

11. Entire Agreement

These Terms of Use and any additional terms and conditions referred to above contain the entire understanding between us regarding your use of the Anaqua Site and supersedes all previous agreements, understandings, negotiations, proposals and other representations, verbal or written, in each case relating to such subject matter. These Terms of Use will always be deemed modified to the minimum extent necessary for it to be enforceable, unless modification fundamentally changes the agreement. Delay or failure to exercise any right or remedy under these Terms of Use will not have waived that right or remedy.

Last Revision: September 1, 2023

1. This Agreement

(a) Thank you for choosing AcclaimIP’s proprietary software (hereinafter referenced as “Software”). Access to and use of the Software licensed by an individual or corporate customer (hereinafter referenced as “Customer”) is governed by the Acclaim IP Terms & Conditions (hereinafter referenced as “Agreement”). In this Agreement, Anaqua means Anaqua, Inc. (hereinafter as “Anaqua”).

(b) Customer acknowledges and agrees that Customer has acquired a license to access and use the Software subject to the terms of this Agreement.

2. License Grant

(a) Subject to Customer paying all fees and following the terms and conditions enumerated in this Agreement and the applicable AcclaimIP License Quote/Order (hereinafter referenced as “Quote/Order”), Anaqua hereby grants to Customer and/or user, and Customer and/or user subscribes to and accepts, a limited and non-exclusive license to access and use the Software and content via the Internet and during the Contract Term set forth in any Quote/Order. This license and Agreement are non-transferable except with the prior, express written consent of Anaqua. Access and use of the Software and content shall be initially granted for Customer and/or user promptly after the effective date of any executed Quote/Order. For purposes of clarity and acknowledgement by Customer, acceptance of any Quote/Order provided by Anaqua and the terms set forth therein, contractually binds Customer to the terms of this Agreement and the Quote/Order.

3. Ownership

(a) The AcclaimIP website and all of its content as well as all Software, content, methodologies, deliverables, and documentation and services are licensed, not sold to Customer and/or user. As between Customer and/or user and Anaqua, Anaqua shall be the sole and exclusive owner of all right, title and interest therein, including without limitation all copies thereof, all updates and other modifications thereto, and all intellectual property rights therein, whether suggested, created, made, or provided by Anaqua, Customer, or any other person. Customer, Customer’s affiliates, and users shall not acquire any right, title, or interest, express or implied, in any Software, content, methodologies, deliverables, or documentation, other than the limited license granted under the terms of this Agreement. To the extent that any of them has or does acquire any such right, title or interest, Customer, on behalf of itself and its affiliates and the users, shall assign and hereby assigns all such rights to Anaqua.

4. Payment Terms

(a) Customer shall pay all invoices net thirty (30) days from the date of receipt of the invoice, which will be emailed to Customer, unless otherwise stated in an applicable Quote/Order. Customer agrees to pay or reimburse Anaqua for any and all applicable sales, use, value added or similar taxes, in respect of the Software and content furnished by Anaqua hereunder, other than taxes levied or imposed based upon Anaqua’s income or gross revenues.

(b) Anaqua may charge interest on overdue amounts at the rate of one and one-half percent (1.5%) per month or the highest lawful rate, whichever is less. In addition, Anaqua may, after giving written notice to Customer of late payment of Fees, suspend the Software and/or may, pursuant to Section 6, terminate this Agreement. No such suspension shall extend the Term. In the event that Anaqua must institute legal proceedings to collect Fees due under this Agreement, Customer shall be liable for all reasonable attorneys’ fees and other costs associated therewith.

5. Term and Renewal Term

(a) All licenses and seats are annual, pre-paid, and automatically renew at the specified renewal date listed in the applicable Quote/Order. Unless Customer gives written notice to Anaqua of non-renewal at least thirty (30) days prior to the expiration of the then current Contract Term set forth in the Quote/Order, the Customer’s license shall automatically renew annually on the date of the first seat purchased by Customer.

(b) Annual renewal dates are based on the date of the first seat purchased by the user.

(c) To make payments easier to manage, all annual seats renew on the same day of the year. Therefore, new seats added to a Customer account are prorated until the next renewal date at no additional financial penalty to the user.

6. Termination

(a) A party may terminate this Agreement or Order (i) for any material breach of the terms of this Agreement that is not cured within thirty (30) days following written notice of such breach, or (ii) immediately upon written notice if the other party files for bankruptcy, becomes the subject of any bankruptcy proceeding or becomes insolvent. Upon any expiration or termination of this Agreement, all accrued but unpaid amounts that may be properly owing from one party to the other shall become immediately due and payable.

7. Customer Administrator

(a) One login is associated with the Customer administrator. The Customer administrator is the only user, other than Anaqua administrators at the request of the Customer, who can add new users, purchase seats, cancel seats, purchase upgrades and assign users to seats.

8. Named Users and Seats

(a) Customer shall license one (1) seat per User. Only the User who is registered on a given User seat may use that seat to access and use the Software. Customer shall require Users to take appropriate steps to secure their passwords and log-in credentials. Customer may reassign a validly licensed seat to another User but may not share or otherwise allow two or more Users per seat licensed.

9. Seat Upgrading

(a) Upgraded seats require immediate payment. Once payment is processed, the user of the seat will have access to the upgraded features. Upgrades are prorated until the next renewal date, and pro-rated credit is given for the remaining time on the existing (lower cost) plan. The updated payment amount for each upgraded seat will be shown in the applicable Quote/Order when a seat is upgraded.

10. Support Services

(a) Anaqua will provide Customer with the support services for the Software during business hours. Such support services are included in the License Fee. Customer may submit request support requests by email to feedback@acclaimip.com or through the feedback form in the Software where Customer may submit questions.

11. Privacy

(a) Anaqua respects your privacy and understands the sensitive nature of patent research. No information is collected that can identify a specific search string, patent number, research folder, or information that may compromise a user’s privacy. The terms of the Anaqua Privacy Policy, found here (https://www.anaqua.com/privacy-policy/), are a part of and incorporated by reference into, these Terms and Conditions.

12. Confidential Information

(a) “Confidential Information” means (a) information of either party or its suppliers that is heretofore or hereafter received or accessed by the other party in connection with this Agreement, that contains trade secrets or is otherwise confidential, and that is either identified as confidential when it is disclosed or within 30 days thereafter or should reasonably be understood by the Recipient to be confidential and (b) all Software, content, methodologies, pricing, deliverables, documentation, Customer and/or user data, network data, and access thereto. “Recipient” means the party receiving information from the other party.

(b) The Recipient shall protect and keep confidential all Confidential Information received or accessed from the other party, including all copies thereof in Recipient’s possession or control, and all passwords therefor, and shall do so with at least the same degree of care as Recipient protects its own Confidential Information of similar value, but with not less than reasonable care. The Recipient shall use such information only for the purposes of this Agreement and subject to its limitations and restrictions (which, as to the Software, content, methodologies, deliverables, and documentation, include the licensing limitations and restrictions). Confidential Information may be disclosed by the Recipient only to its employees, subcontractors, and users, only on a need-to-know basis, and subject to a confidentiality agreement or obligation. The Recipient shall ensure that any person to which Recipient discloses any Confidential Information complies with the confidentiality, licensing limitations and restrictions, and other applicable requirements of this Agreement. In no event may Customer and/or user disclose the Software, content, methodologies, deliverables, or documentation, or any design or other technical information related thereto, to any competitor of Anaqua.

(c) A Recipient’s obligations under this Section 12 shall not apply to any part of the Confidential Information that Recipient can document: (1) at the time of disclosure to it was generally known to the public or, after such disclosure, became generally known to the public other than by a breach of this Agreement by Recipient; (2) was already in the possession of the Recipient at the time of such disclosure, without an obligation of confidentiality; (3) was later received on a non-confidential basis by Recipient from a third party having the right to impart such information; or (4) is developed by an employee or agent of Recipient who did not have access to the Confidential Information. In addition, those same obligations shall not apply to any part of the Confidential Information that is required to be disclosed by Recipient as a matter of law or by order of a court, governmental agency, or arbitral tribunal of competent jurisdiction, or that is needed to be disclosed in connection with the prosecution or defense of a claim under this Agreement, provided (i) that Recipient provides the other party with reasonable advance notice of the disclosure and (ii) that Recipient takes reasonable and lawful actions requested by the other party and cooperates with the other party to avoid and/or minimize the extent of such disclosure.

13. Disclaimer and Limitation of Liability:

(a) All information and/or data received and/or derived from use of the software and/or services related thereto is provided and or created “As is”. Nothing in this agreement, the software and/or services provided therein, not in fact, constitute legal advice in any way or in any form and customer hereby disclaims and waives any reliance whatsoever upon the same.

(b) Anaqua disclaims all warranties and representations relating to, the acclaimip software, content, methodologies, deliverables, documentation, and/or services, whether written or oral, express or implied, statutory, or other. Anaqua disclaims all warranties and representations as to merchantability, fitness for a particular purpose, title, non-infringement, compatability, security, accuracy of IP valuation, accuracy of data, reliance on data, reliance on third party supplied data and/or freedom from viruses. Anaqua disclaims all warranties and representations arising from custom or trade usage, from course of dealing or performance, or from promotional materials, proposals, or other descriptive literature. The software is not custom software and anaqua does not promise that the software will meet customer’s and/or user’s requirements. Due to the inherent nature of software, anaqua does not warrant that the operation of the software will be uninterrupted or error free or that all software defects will be corrected.

(c) Anaqua will not under any circumstances be liable to any customer and/or its users for any special, incidental, indirect, punitive, exemplary or consequential damages arising out of, related to, or connected with the software and/or this agreement or related agreements in any way (including, without limitation, any damages from loss of use, loss of data, cost of cover, loss of profits, loss of business, or loss of IP rights, and, including, without limitation, any damages from defects in or use of any software, user reference guides or services or from any inaccurate, incomplete, or out-of-date analytics), under any theory of liability (including, without limitation, breach of contract, strict liability, negligence, or other tort, or breach of statutory duty), even if informed in advance of the possibility of such damages.

(d) At no time shall the cumulative liability of anaqua for all claims arising out of or related to this agreement, any customer and/or user’s use of the software in any way, under any theory of liability, exceed the total amount of all fees paid to anaqua by the user during the twelve-month period immediately preceding the accrual of the most recent claim.

14. Misuse and Abuse of Data

(a) Access of the Software in an automated manner is not permitted. The Data from the Software may not be directly or indirectly copied, disassembled, resold or redistributed in any manner. Anaqua reserves the right to take any and all action for violation of this agreement, including but not limited to, banning from the Software, as well as any and all legal action afforded Anaqua in law or in equity.

(b) Anaqua reserves the right to ban users and/or Customers from the Software, whether using automated means or not, if, in Anaqua’s sole opinion, they are abusing the Software.

(c) All users of the Software must comply fully with all applicable laws, statues, ordinances, rules and regulations, and agree not to use the Software to facilitate collusion or for any other conduct violating any applicable laws, statutes, rules and regulations.

15. Notices

(a) Any notice, election, request, consent, approval, or waiver required or permitted by the terms of this Agreement shall be sufficient if in writing and delivered personally, or sent by telephonic facsimile machine, delivery confirmation required, or sent by commercial delivery service with fees paid by sender, delivery confirmation required, or by certified or registered mail with postage fully prepaid, return receipt requested or delivery confirmation required, and in each case if delivered or addressed as follows:

If to Anaqua, then to:
General Counsel, Anaqua, Inc.
31 St. James Avenue,
11th Floor Boston, MA 02116

Either party may change the address to which notices, elections, requests, consents, approvals, and waivers may be sent to it by giving written notice to the other party in the manner provided in this Section.

16. Governing Law and Venue

(a) This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed in all respects by the laws of the Commonwealth of Massachusetts, regardless of its conflict of law principles, and the Parties consent to the exclusive jurisdiction of such courts. The parties expressly waive their right to trial by jury for any action or proceeding brought in relation to this Agreement. Any action or proceeding will be heard by a judge.

17. Injunction

(a) If either party breaches, or attempts or threatens to breach, the confidentiality, license restrictions or limitations, or ownership provisions of this Agreement, the other party to this Agreement shall be entitled to an injunction against the breaching party. Nothing herein contained precludes the other party from pursuing any other remedies available hereunder or at law or equity for such breach, including the recovery of damages.

18. Export Compliance

(a) Customer and/or user shall comply fully with all applicable export laws and regulations of the United States and any other relevant jurisdiction (“Export Laws”) to assure that the Software, Content, Methodologies, Documentation, any Deliverables, and any direct product of them are not (a) exported or accessed, directly or indirectly, in violation of the Export Laws or (b) used for any purpose prohibited by the Export Laws, including, without limitation, nuclear, chemical, or biological weapons proliferation. Customer and/or user shall comply with any regulations or registration procedures required by applicable law to make this Agreement enforceable. The licenses granted to Customer and/or user are subject to Customer and/or user’s compliance with this Section.

19. Official Language

(a) The official language of the Software and Agreement is English. All reports and written communications between the parties shall be in English.

20. Entire Agreement; Amendments

(a) This Agreement constitutes the entire, final, and complete agreement between the parties hereto relevant to the subject matter hereof. It supersedes and replaces all prior and contemporaneous agreements, promises, proposals, offers, understandings, representations, warranties, descriptions, promotional materials, and other communications whatsoever, whether written or oral, express or implied, relevant to the subject matter hereof, whether between the parties or their representatives or otherwise. Without limitation, the terms of this Agreement and the applicable Quote/Order shall supersede the terms of any Customer and/or user purchase order or other ordering document.

21. Waiver

(a) Any provision of this Agreement may be waived only by a written instrument that expressly grants the waiver and is signed by a duly authorized representative of the granting party. Unless otherwise expressly provided in the waiver, it shall operate only as to the single instance giving rise to the waiver.

22. Severability

(a) If any provision in this Agreement shall be held by a court or arbitral tribunal of competent jurisdiction to be invalid, illegal, void, or unenforceable, the remainder of the Agreement shall remain in full force and effect and the offending provision shall remain in effect as far as possible in accordance with the intention of the parties. However, if the Agreement, as so reformed, substantially alters the basis of the bargain between the parties, it shall be deemed terminated.

23. Assignment

(a) Subscriber may not assign this Agreement, in whole or in part to any third party without the prior written consent of Anaqua; provided, however, Subscriber may assign this Agreement to an entity that acquires all or substantially all of Subscriber’s assets (by merger, asset acquisition, or otherwise) upon written notice to Anaqua. Notwithstanding the foregoing, Anaqua retains the right to prohibit any assignment to a direct competitor of Anaqua.