Terms of Service

Last updated: February 2025

1. Agreement to terms

These Terms of Service ("Terms") are a legal agreement between you (and, if you are using the services on behalf of an organisation, that organisation) and Adventurer Limited, a company incorporated in Hong Kong ("Adventurer", "we", "us", "our"). By accessing or using the MedStrato website (including medstrato.com), platform, or related services (collectively, the "Services"), you agree to be bound by these Terms. If you do not agree, you must not use the Services. Our Privacy Policy describes how we collect and use personal data and is incorporated by reference.

2. Description of services

MedStrato is an AI-native workflow platform for managing key opinion leader (KOL) engagement, compliance, and related operations, primarily for pharmaceutical and healthcare organisations. The scope of your access (e.g. features, users, data) may be set out in an order form, subscription, or separate agreement. We do not guarantee the availability, accuracy, or completeness of any feature or that the Services will achieve any particular outcome. The Services may be modified, updated, suspended, or discontinued at any time with or without notice; we may do so without liability to you except as expressly required by applicable law.

3. Accounts and use

You must provide accurate and complete information when creating an account and keep it up to date. You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account. You must use the Services only in accordance with these Terms, applicable law, and any usage or acceptable-use guidelines we provide. You may not: (a) misuse, reverse-engineer, or attempt to gain unauthorised access to the Services or our systems; (b) use the Services to violate any law or third-party rights; (c) resell or sublicense the Services except as we expressly permit; or (d) use the Services to send spam, malware, or other harmful or illegal content.

4. Your data and content

You retain ownership of the data and content you submit to the Services ("Your Data"). You grant us a limited licence to use, store, and process Your Data as necessary to provide, improve, and secure the Services and as described in our Privacy Policy. You are responsible for ensuring that you have all rights and consents needed to provide Your Data to us and that Your Data does not infringe any third-party rights or violate any law. We may use aggregated, anonymised data derived from use of the Services for product improvement and analytics.

5. Our intellectual property

Adventurer and its licensors own all rights in the Services, including software, design, text, graphics, and other materials (excluding Your Data). Nothing in these Terms transfers any of that ownership to you. We grant you a limited, non-exclusive, non-transferable licence to access and use the Services for your internal business purposes in accordance with these Terms and your subscription or agreement.

6. Fees and payment

Where the Services are subject to fees, the fees, billing cycle, and payment terms will be set out in your order form, quote, or subscription. You agree to pay all applicable fees when due. Unless otherwise stated, fees are in the currency specified and exclude taxes; you are responsible for any applicable taxes. We may change fees with reasonable notice for renewal periods. Failure to pay may result in suspension or termination of access.

7. Confidentiality

Each party agrees to keep confidential the other party’s non-public business, technical, and financial information that is disclosed in connection with the Services or these Terms, and to use it only for the purpose of performing under these Terms or as otherwise permitted. Confidential information does not include information that is or becomes publicly available through no fault of the recipient, was rightfully known without restriction before disclosure, or is independently developed without use of the discloser’s confidential information. Disclosure may be made where required by law, provided that the recipient gives reasonable advance notice and uses reasonable efforts to obtain confidential treatment.

8. Disclaimers

YOU USE THE SERVICES ENTIRELY AT YOUR OWN RISK. THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ADVENTURER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF DEFECTS. THE SERVICES MAY CONTAIN BUGS, ERRORS, OR INACCURACIES. WE DO NOT GUARANTEE ANY PARTICULAR RESULT, REGULATORY OUTCOME, OR COMPLIANCE STATUS. THE SERVICES ARE NOT A SUBSTITUTE FOR PROFESSIONAL LEGAL, COMPLIANCE, TAX, OR MEDICAL ADVICE; YOU ARE SOLELY RESPONSIBLE FOR YOUR OWN COMPLIANCE, DECISIONS, AND USE OF THE SERVICES. ANY RELIANCE ON THE SERVICES IS AT YOUR SOLE RISK.

9. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW: (A) ADVENTURER’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (I) THE FEES ACTUALLY PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY, OR (II) FIFTY US DOLLARS (USD 50). IF YOU HAVE NOT PAID ANY FEES IN SUCH PERIOD, OUR TOTAL LIABILITY SHALL NOT EXCEED USD 50. (B) IN NO EVENT SHALL ADVENTURER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. (C) WE SHALL NOT BE LIABLE FOR: YOUR RELIANCE ON THE SERVICES OR ANY OUTPUT; ANY REGULATORY, COMPLIANCE, OR AUDIT OUTCOME; ACTS OR OMISSIONS OF THIRD PARTIES; LOSS OR CORRUPTION OF DATA BEYOND OUR REASONABLE CONTROL; OR ANY CAUSE BEYOND OUR REASONABLE CONTROL (INCLUDING FORCE MAJEURE). SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS; IN SUCH CASES OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

10. Indemnification

You agree to indemnify, defend, and hold harmless Adventurer and its officers, directors, employees, affiliates, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of or access to the Services; (b) Your Data, or any claim that Your Data or your use of the Services infringes or violates any third-party right or law; (c) your breach of these Terms; (d) your violation of any law or regulation; or (e) any dispute between you and a third party in connection with your use of the Services. We will give you prompt notice of any claim for which we seek indemnification and reasonable cooperation in its defence. You will have sole control of the defence and settlement of any such claim, provided that you may not settle without our prior written consent if the settlement would affect our rights or impose obligations on us. If you do not assume defence within a reasonable time after notice, we may assume defence at your sole cost and expense.

11. Term and termination

These Terms apply from your first use of the Services until terminated. You may stop using the Services at any time. We may suspend or terminate your access if you materially breach these Terms and do not cure the breach within a reasonable period after notice, or immediately in case of serious breach, fraud, or legal requirement. On termination, your right to use the Services ceases. Sections that by their nature should survive (including 4–5, 7–10, and 12) will survive termination.

12. General

Governing law and venue. These Terms are governed by the laws of Hong Kong, without regard to conflict-of-laws principles. Any dispute shall be subject to the exclusive jurisdiction of the courts of Hong Kong, except where we agree otherwise or where mandatory law requires a different forum.

Entire agreement. These Terms (together with the Privacy Policy and any order form or supplemental terms we agree in writing) constitute the entire agreement between you and Adventurer regarding the Services and supersede prior agreements and discussions.

Changes. We may modify these Terms from time to time. We will post the revised Terms on this page and update the "Last updated" date. For material changes we may provide notice by email or within the product. Continued use of the Services after the effective date constitutes acceptance of the revised Terms where permitted by law. If you do not agree, you must stop using the Services.

Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in effect.

Contact. For questions about these Terms, contact Adventurer Limited at founders@adventurer.fun or at Unit 2705, 27th Floor, China Resources Building, No. 26 Harbour Road, Wan Chai, Hong Kong.