Vendor Terms of Use

Effective September 30, 2025

The terms “Diligent,” “we,” “us” and “our” refer to Diligent Pharma, Inc. and its affiliates (“Diligent Pharma”). Use of the Diligent® Qualification Platform (the “Platform”) is subject to the following terms of use (“Terms of Use”). By clicking agree or using the Platform, you, as a Vendor, affirmatively accept these Terms of Use. Please read these Terms of Use carefully and ensure that you understand them. If you do not agree to the Terms of Use, you may not use the Platform.

DILIGENT PHARMA MAY UPDATE THESE TERMS OF USE AT ANY TIME, IN ITS SOLE DISCRETION. EACH TIME YOU USE THE PLATFORM, THESE TERMS OF USE, AS THEY THEN READ, WILL GOVERN YOUR USE OF THE PLATFORM. IN THE EVENT OF AN UPDATE, YOUR CONTINUED USE OF THE PLATFORM FOLLOWING THE POSTING OF ANY CHANGES, SIGNALS YOUR UNDERSTANDING OF, AND AGREEMENT TO, SUCH CHANGES.

1. Certain Definitions

"Authorized Master User" refers to Vendor’s employee or representative who is authorized by Vendor to use the Platform and has been provided with user credentials. The Authorized Master User will have permissions and rights assigned within the Platform that allow the Authorized Master User to create additional Authorized Users for access to the Platform.

"Authorized Users" refers to Vendor’s employees who have been authorized by Vendor to use the Platform and have been provided with user credentials.

"Sponsor" means an entity seeking services from Vendors through the Platform.

“Vendor” means you, as a clinical service provider who uses the Platform to respond to requests for information and qualifications.

2. Ability to Accept Terms of Use. The Platform is intended for use only by individuals who are at least 18 years old and by using the Platform you represent that you are at least 18 years old. If you are consenting to these Terms of Use on behalf of a legal entity, you represent and warrant that you have the authority to consent to these Terms of Use on behalf of the entity.

3. Scope and Platform License.

a) Platform Description. The Platform enables Vendors to respond to requests for information and qualifications from Sponsors, manage qualification credentials, and maintain business profiles. The Platform utilizes various technologies, including artificial intelligence and machine learning tools to enhance profile management, automate response processes, and facilitate discovery of Vendors.

b) Vendor Services. All Vendors are independent contractors and are not employees, subcontractors or agents of Diligent Pharma. Diligent Pharma has no responsibility to any Vendor employees or contractors, including any Authorized Users as an employer. Diligent Pharma is not involved with, nor does it have any control over the actual performance of any services by Vendors, nor does it guarantee the timeliness, quality or business outcome of those services.

c) Platform License. Diligent Pharma hereby grants to Vendors during the Term (defined below), a non-exclusive, non-transferable, limited right and license to use the Platform for business purposes related to responding to qualification requests and managing vendor profiles (the "Platform License").

d) Vendor Responsibilities. Vendor is responsible for providing accurate and complete information about its qualifications, capabilities, and services. Vendor should ensure compliance with all applicable laws and regulations in its business operations. Use of the Platform is at Vendor’s discretion and at Vendor’s own risk. It is Vendor’s responsibility to ascertain and obey all applicable local, state, federal and international laws in regard to Vendor’s use of the Platform and provision of services to Sponsors.

4. Artificial Intelligence

a) Integration. The Platform integrates artificial intelligence tools and services (“AI Tools”), to provide enhanced functionality including without limitation, automated response analysis, audit report generation, auto-fill capabilities from Vendor’s knowledge base, use of publicly available information to enrich vendor profiles, and chat-based vendor discovery. Vendor data processed through AI Tools is used solely within Company's dedicated service environment and is not used to train or improve third-party AI models or services. By using the Platform, Vendor consents to Diligent Pharma’s use of these AI Tools in processing Vendor’s data and providing Platform services.

b) AI Data. Vendor acknowledges and consents to Diligent Pharma using AI Tools to process and analyze Vendor’s data, including Vendor’s responses, qualifications, and business information, to generate audit reports, enhance Vendor’s profile, and improve Platform matching capabilities and related services. This processing may result in scoring of Vendor’s information that may be visible to Sponsors with Vendor written approval. This processing is conducted in compliance with applicable data protection laws and regulations. By responding to qualification requests and providing information through the Platform, Vendor contributes to their own private knowledge base that powers auto-fill functionality for future responses. Vendor hereby consents to responses being stored and used to suggest auto-fill content, while maintaining the right to review and approve all responses before submission.

c) Web Scraping and Profile Enhancement. Vendor consents to Diligent Pharma using automated tools to collect publicly available information about Vendor’s business to enhance Vendor’s Platform profile, improve matching algorithms, and provide better services to Sponsors seeking Vendor’s capabilities.

5. Data and Information

a) Vendor Data. As a condition to the Platform License, Vendor agrees to provide to Diligent Pharma, data and information related to Vendor’s business (including Confidential Information), as requested by Diligent Pharma (collectively, the “Vendor Data”). Vendor Data may be processed through AI tools to enhance Platform functionality and may be used to generate audit reports and matching recommendations.

b) License to Vendor Data. Vendor hereby grants to Diligent Pharma a royalty-free, non-exclusive, worldwide right and license during the Term, to access, store and use the Vendor Data as necessary to enforce its rights and perform its obligations under these Terms of Use. Vendor represents and warrants that the Vendor Data will be accurate and complete in all respects. Vendor shall promptly correct any errors or inaccuracies related to the Vendor Data which Vendor becomes aware.

c) Information Sharing. No Vendor Data will be disclosed by Diligent Pharma to Sponsors or any third party without Vendor’s prior authorization through the Platform's approval workflow system. Vendor maintains the right to approve or deny specific requests for Vendor’s information, audit reports, or qualification responses, while consenting to the generation of such materials through AI Tools.

d) Analytical and Benchmarking Use. Notwithstanding anything to the contrary set forth in these Terms of Use, Vendor agrees that Diligent Pharma is authorized to use Vendor Data for Diligent Pharma's analytical and benchmarking purposes, and to improve its offerings and technology, provided that all such data is aggregated and de-identified to third parties. Any derivative works of, or improvements to Diligent Pharma's offerings, including the Platform, arising from the use of Vendor Data in accordance with this Section are the exclusive property of Diligent Pharma.

e) Data Accuracy. Vendor represents and warrants that all information provided to Diligent Pharma will be accurate and complete in all respects. Vendor shall promptly correct any errors or inaccuracies related to such information of which it becomes aware.

6. Authorized Users

a) Individual Acceptance. Each Authorized User must accept these Terms of Use before accessing the Platform. This acceptance services as an acknowledgement of the Terms of Use and Platform usage requirements. All Authorized Users act on behalf of and under the authority of Vendor, which shall remain fully responsible for all Authorized User actions and Platform usage.

b) Authorized Master User. The Authorized Master User assumes all responsibilities for managing the Vendor’s user community on the Platform. These responsibilities include but are not limited to user account creation, user password assignment, user profile content maintenance, and user rights and managing Vendor’s information sharing approvals and workflows. All acts and omissions of the Authorized User community shall be deemed acts or omissions of Vendor.

c) Unauthorized Activity. Vendor is solely responsible for any use of the Platform that is enabled by means of Vendor’s access information, even if it is unauthorized. If Vendor suspects unauthorized activity or a security breach, they must notify Diligent Pharma immediately.

d) False Information. Vendor may not provide false e-mail addresses or impersonate any person or entity, or otherwise provide misleading information in connection with their use of the Platform. Vendor must designate an employee or agent to act as the contact person for receiving and managing all communications related to the Platform. The contact person may be changed upon written notice to Diligent Pharma.

7. Accuracy, Completeness and Timeliness of Information. Although Diligent Pharma makes reasonable efforts to ensure that all information included on the Platform is correct, accuracy cannot be guaranteed, and Diligent Pharma does not assume any responsibility or obligation for the accuracy, completeness, timeliness, or authenticity of information on the Platform, including AI Tool-generated audit reports or auto-fill suggestions. Information obtained via the Platform should not be relied upon or used as the sole basis for making significant decisions without consulting primary or more accurate, complete or timely sources of information.

8. Use of the Diligent Platform

a) Permitted Use. Materials on the Platform or obtained through the Platform may be used only for internal business purposes related to qualification management and client acquisition and not as part of any service offerings to third parties.

b) Prohibited Use. Improper use of information and improper use of any hardware or software with the intent to damage or interfere with the proper working of the Platform or to intercept any system, data or personal information from the Platform, is strictly prohibited. Vendor may not interrupt or attempt to interrupt the operation of the Platform in any way and Diligent Pharma reserves the right, in its sole discretion, to terminate access to or use of the Platform at any time without notice. Termination of access or use of the Platform will not waive or affect any right or relief to which Diligent Pharma may be entitled at law or in equity.

c) Updates and Modifications. Diligent Pharma may from time to time develop patches or fixes or may find it necessary to install updates, upgrades and other modifications to the Platform, including updates to AI Tools and algorithms. These may from time to time be automatically installed without providing any additional notice or receiving any additional consent and Vendor consents to this automatic update. If Vendor fails to install any software updates or other required item, use of the Platform may be compromised.

9. Feedback. All remarks, suggestions, ideas, graphics, or other information communicated to Diligent Pharma through or in relation to the Platform (other than personally identifiable information or trademarked or Confidential Information) will forever be the property of Diligent Pharma. Diligent Pharma will be entitled to use such submissions for commercial or other purpose without compensation, credits or notice to the submitter or to any other person. Any use of information obtained from the Platform will be consistent with these Terms of Use and the Privacy Policy located on the Diligent Pharma website at https://www.diligentpharma.com/privacy/.

10. Ownership and Intellectual Property

a) Platform Ownership. Diligent Pharma owns all right, title and interest in and to the Platform and all programs, code, documentation, methods, information and other materials that are a part thereof, including all intellectual property rights therein. Diligent Pharma does not grant to Vendor, and Vendor does not obtain by virtue of these Terms of Use or otherwise, any proprietary right or interest in the Platform. Vendor shall not reverse engineer or create any derivative works with respect to the Platform.

b) Vendor Data. Subject to the licenses granted to Diligent Pharma in these Terms of Use, Vendor retains all right, title, and interest in and to any Vendor Data.

c) Platform Content. The content included on the Platform, such as text, design, graphics, logos, icons, images, audio clips, downloads, interfaces, code, software, any intellectual property, and the selection and arrangement of any of these, are the exclusive property of Diligent Pharma, its affiliates, its licensors and/or its content providers and is protected by copyright, registered trademark, and other applicable laws.

d) Intellectual Property. Intellectual property of Diligent Pharma, including trademarks, logos, and service marks as displayed on the Platform are registered and unregistered trademarks of Diligent Pharma, its affiliates, its licensors, its content providers, and other third parties. All such trademarks, logos, and service marks are the property of their respective owners. Nothing on the Platform shall be construed as granting by implication, estoppel, or otherwise, any license or right to use any trademark, logo, or service mark displayed on the Platform without Diligent Pharma’s prior written permission, except as otherwise described herein.

e) Restrictions. Any other use of information and/or material contained on the Platform, including, but not limited to, the modification, distribution, transmission, performance, broadcast, publication, licensing, reverse engineering, transfer or sale of, or the creation of derivative works from, any material, information, software, or services obtained from the Platform, is expressly prohibited.

f) Custom Work Product. Custom Work Product” means all custom study-specific data, and any custom and/or new templates created via the Platform, made in the performance of Services specifically to meet the particular business needs of Vendor under the applicable statement of work or other ordering document entered into between Diligent Pharma and Vendor. The definition of “Custom Work Product” does not include the Platform. Vendor shall own all right title and interest to any Custom Work Product to the extent specified in the applicable statement of work or other ordering document entered into between Diligent Pharma and Vendor. Unless otherwise agreed to in writing by Vendor, Diligent Pharma may not use or repurpose any Custom Work Product other than for the benefit of Vendor.

g) Infringement Notices. Diligent Pharma respects the intellectual property rights of others and may remove content that it believes may infringe the intellectual property rights of others. If you believe that the Platform has infringed a party’s intellectual property rights, please notify Diligent Pharma at the following address: Diligent Pharma Inc., 179 Nassau Street, Suite 3A, Princeton, NJ 08542 USA.

11. Third-Party Products. Any software, services, goods or other products or technology that are provided by a third party, or that are provided by Diligent Pharma but are: (i) identified by Diligent Pharma with a brand name or logo that is not a Diligent Pharma brand name or logo, or (ii) provided subject to Vendor's agreement to the third party's legal terms and conditions ("Third Party Products") are subject to the terms of the license and other agreement terms of the third party. Vendor may be required to accept the end user license and other terms of the third party providers as a condition to use of the Third Party Products. All Third Party Products are provided "as is".

12. DISCLAIMERS

a) Each party represents and warrants to the other party that (a) such party has the required power and authority to enter into these Terms of Use and to perform its obligations hereunder; and (b) the execution of these Terms of Use and performance hereunder do not and will not violate any other agreement to which it is a party.

b) USE OF THE PLATFORM IS AT VENDOR’S SOLE RISK. THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. DILIGENT PHARMA RESERVES THE RIGHT TO RESTRICT OR TERMINATE ACCESS TO THE PLATFORM OR ANY FEATURE OR PART THEREOF AT ANY TIME. EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS OF USE, DILIGENT PHARMA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO: IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES THAT MATERIALS ON THE PLATFORM ARE NON-INFRINGING, AS WELL AS WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING; THAT ACCESS TO THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE; THAT THE PLATFORM WILL BE SECURE; THAT THE PLATFORM WILL BE VIRUS-FREE; OR THAT INFORMATION ON THE PLATFORM WILL BE COMPLETE, ACCURATE, TIMELY, OR AUTHENTIC. THIS INCLUDES AI-GENERATED CONTENT, RECOMMENDATIONS, AND AUTOMATED PROCESSES.

c) VENDOR IS SOLELY RESPONSIBLE FOR VERIFYING AI-GENERATED INFORMATION BEFORE MAKING BUSINESS DECISIONS. VENDOR IS SOLELY RESPONSIBLE FOR ANY DAMAGE TO ITS COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR UPLOAD OF ANY MATERIALS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM DILIGENT PHARMA OR THROUGH OR FROM THE PLATFORM SHALL CREATE ANY WARRANTY OF ANY KIND.

13. LIMITATION OF LIABILITY

a) VENDOR HEREBY ACKNOWLEDGES THAT ANY INFORMATION SENT OR RECEIVED VIA THE PLATFORM MAY NOT BE SECURE AND MAY BE INTERCEPTED OR OBTAINED BY UNAUTHORIZED PARTIES. IT IS UNDERSTOOD AND ACKNOWLEDGED THAT FULL RESPONSIBILITY FOR USE OF THE PLATFORM IS AT VENDOR’S SOLE RISK AND DISCRETION.

b) EXCEPT FOR DILIGENT PHARMA’S INDEMNIFICATION OBLIGATIONS IN THESE TERMS OF USE, DILIGENT PHARMA, ITS AFFILIATES OR BUSINESS PARTNERS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE PLATFORM OR WITH THE DELAY OR INABILITY TO USE THE PLATFORM, OR FOR ANY INFORMATION OR SERVICES ADVERTISED IN OR OBTAINED THROUGH THE PLATFORM, OR OTHERWISE ARISING OUT OF THE USE OF THE PLATFORM, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF DILIGENT PHARMA OR ANY OF ITS AFFILIATES OR BUSINESS PARTNERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

c) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF DILIGENT PHARMA AND ANY OF ITS REPRESENTATIVES FOR ANY CLAIM, LOSS OR DAMAGE ARISING OUT OF OR RELATED TO THESE TERMS OF USE EXCEED THE AMOUNTS PAID BY VENDOR TO DILIGENT PHARMA IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE APPLICABLE LIABILITY .

14. Indemnification.

a) Vendor agrees to indemnify, defend and hold harmless Diligent Pharma and its officers, directors, employees, agents, licensors, and suppliers, from and against any and all losses, liabilities, expenses, damages and costs, including reasonable attorneys’ fees and court costs ("Losses"), in connection with any and all claims, actions or proceedings brought or asserted by a third party ("Claims") arising or resulting from (i) Vendor’s and its Authorized User’s use of the Platform, (ii) any services offered or accepted through the Platform and (iii) any violation of these Terms of Use. If technical disruption of the Platform or the systems supporting it occurs due to Vendor’s or its Authorized Users’ action or inaction, the Vendor agrees to be responsible for any and all Losses, arising or resulting from that disruption. Diligent Pharma reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification and, in such case, Vendor agrees to cooperate with Diligent Pharma in defense of such matter.

b) Diligent Pharma agrees to defend, indemnify and hold harmless Vendor and its officers, directors, employees, agents, licensors, and suppliers harmless from and against any and all Losses in connection with any and all Claims, arising out of or resulting from (i) the infringement of intellectual property rights of a third party by Diligent Pharma, (ii) material breach of Diligent Pharma’s obligations under these Terms of Use; and (iii) Diligent Pharma’s gross negligence or willful misconduct. Vendor reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification and, in such case, Diligent Pharma agrees to cooperate with Vendor in defense of such matter.

15. Confidentiality

a) Diligent Pharma will maintain reasonable administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of the Platform. Upon request, Diligent Pharma will provide a description of its security measures for the Platform (the "Security Documentation"). Vendor acknowledges that the Security Documentation is sensitive confidential information of Diligent Pharma and agrees not to disclose the Security Documentation to any third party or use the Security Documentation for any purpose other than evaluating the security of the Platform. Vendor agrees that Diligent Pharma is not responsible for any harm as a result of a security incident arising from use of the Platform unless the incident resulted from Diligent Pharma’s failure to properly implement and maintain the security measures described in its Security Documentation.

b) Each party recognizes that, in the course of their business relationship, they may obtain or have access to the Confidential Information (hereinafter defined) of the other party, (or Confidential Information of a Vendor, which such Party is obligated to maintain as confidential). The party from whom Confidential Information is provided or accessed is the “Disclosing Party,” and the party receiving or accessing the Confidential Information is the “Receiving Party.” The Receiving Party will not, except as necessary to perform its obligations under these Terms of Use, or as otherwise expressly permitted herein, disclose, communicate or divulge to another, or permit the disclosure, communication or divulgence to another, or use for the Receiving Party’s own benefit or the benefit of another, any Confidential Information of the Disclosing Party. The Receiving Party will (a) secure and protect such Confidential Information by using a level of care consistent with the maintenance of its own confidential and proprietary information of like kind, but in no event less than a commercially reasonable degree of care, (b) disclose such Confidential Information only to its employees, affiliate’s employees, agents and independent contractors with a need to know in connection with the purposes of this Agreement, and (c) advise each of its employees, affiliate’s employees, agents and independent contractors who have access to such Confidential Information of their duty of confidentiality with respect to same. The Receiving Party is liable for any violation of the terms of this Section resulting from the acts or omissions of its employees, affiliate’s employees, agents or independent contractors or Authorized Users. All Confidential Information is and shall remain the sole and exclusive property of its respective owner.

c) “Confidential Information” means all confidential, non-public, and proprietary information which would reasonably be understood to be confidential or proprietary in nature, whether the information was marked as such and whether disclosed in oral, written, machine-readable or other form. Confidential Information also includes (a) confidential information of Sponsors made available via the Platform, and (b) personal information pertaining to employees, referral sources and independent contractors of a party, including any fee arrangements; and (c) information pertaining to past, present and prospective clients or Sponsors including, without limitation, name, address, e-mail address, telephone numbers, telefax numbers, personal or business information, account numbers, service requirements, statements of account, financial information, and fees charged.

d) Except as necessary to perform the Receiving Party’s obligations or exercise its rights under these Terms of Use, the Receiving Party will not disclose, communicate or divulge to another party, or permit the disclosure, communication or divulgence to another, or use any Confidential Information. Receiving Party will (a) protect such Confidential Information by using at least the same degree of care it uses to protect its own confidential and proprietary information, but in no event less than a reasonable degree of care, (b) disclose such Confidential Information only to its employees, agents and independent contractors who each have a need to know in connection with these Terms of Use, and (c) advise each of its employees, agents and independent contractors who have access to such Confidential Information of the obligation to maintain the confidentiality of the information.

e) The obligations of non-use and disclosure set forth in this Section do not apply to information that is: (i) in the public domain or becomes generally known through no fault of the Receiving Party; (ii) rightfully known to Receiving Party without an obligation of confidence prior to disclosure hereunder; (iii) lawfully obtained without obligation of confidentiality from a third party entitled to disclose such information; (iv) required by law or regulation to be disclosed, but only to the extent and for the purposes of such required disclosure; or (v) disclosed in response to a valid order of a court or other governmental body, but only to the extent and for the purpose of such order.

f) If any disclosure is required under this Section, the Receiving Party shall promptly notify the Disclosing Party of the disclosure requirement and will cooperate with the Disclosing Party, at the Disclosing Party’s expense, to obtain a protective order or otherwise limit or avoid such compelled disclosure. Diligent Pharma’s use of Vendor Data as permitted by these Terms of Use shall not constitute a breach of this Section.

16. Term and Termination. These Terms of Use shall remain in full force and effect while Vendor uses the Platform (“Term”). Vendor may terminate these Terms of Use upon thirty (30) days’ written notice to Diligent Pharma. Diligent Pharma may terminate Vendor’s access to the Platform upon fifteen (15) days’ written notice to Vendor.

17. General

a) Jurisdiction. These Terms of Use shall be interpreted and construed in accordance with the laws of the State of New Jersey, USA without regard to principles of conflicts of the law thereof, and any disputes arising hereunder shall be adjudicated in the federal or state courts of New Jersey, USA to whose jurisdiction the parties hereto hereby irrevocably submit and as to venue the parties hereto hereby waive all objections.

b) Entire Agreement. These Terms of Use constitute the entire agreement between Diligent Pharma and the Vendor, and supersede all prior agreements, negotiations, representations and proposals, written and oral, relating thereto.

c) No Assignment. Neither party may assign these Terms of Use or the rights and obligations hereunder without the express prior written consent of the other party, which consent shall not be unreasonably withheld. Notwithstanding the foregoing, either party may assign these Terms of Use without consent to: (i) an affiliate or subsidiary, or (ii) a successor in interest in connection with a merger, acquisition, or sale of all or substantially all of its assets. ,Subcontractors. Diligent Pharma may use affiliates, contractors, subcontractors and other third parties engaged in the ordinary course of its business to perform its obligations hereunder.

18. Contact Us

Questions or comments about these Terms of Use or the Platform may be directed to: admin@diligentpharma.com

Last Updated April 2, 2021

Protecting Your Personal Information is Important

This Privacy Policy (the “Policy”) applies to: (i) any of your information we collect in connection to providing you with our life science consulting services (“Services”); (ii) the websites/applications (also referred to as, our “Site”) and any other websites/applications owned and operated by Diligent Pharma, Inc or its affiliates (the “Company” or “Diligent Pharma”) that direct the viewer or user to this Policy; and (iii) any documents that direct the viewer or user to this Policy.

This Policy explains how the Company collects and uses information (to the extent applicable, this also includes “Personal Information” we collect as defined below). In particular, this Policy describes the basis upon which and for what purposes we process your information, as well as your privacy rights under certain privacy laws including, where applicable, under US privacy laws and the European Union’s (“EU”) General Data Protection Regulation (“GDPR”), and how we protect your personal information.

By using the Company’s website and/or other web or cloud based services you agree to the terms and conditions of this Policy. If you do not agree to the terms of this Policy, do not visit the Company’s website or submit any personal information to the Company.

We reserve the right to modify or amend this Policy at any time by posting the updated version on our website and changing the date listed at the top of this Policy. Any material changes in how we use or share the information we collect will only affect information collected after the posting of the updated Policy, unless otherwise expressly stated. You are bound by any revisions to this Policy and are encouraged to review this Policy periodically for updates.

In particular, this Policy describes the basis upon which and for what purposes we process your personal information, as well as your privacy rights under certain privacy laws including, where applicable, under US privacy laws and the European Union’s (“EU”) General Data Protection Regulation (“GDPR”), and how we protect your personal information.

To affirm our continued commitment to the proper use of client information and protecting your privacy, we have set forth the following privacy policies.

By visiting this Site, you are accepting the practices described in this Policy. If you do not agree to this Policy, please do not use this Site.

Changes to this Policy
This Policy may change from time to time and should be reviewed periodically. Such changes shall be effective immediately upon posting. The current version of this Policy can be accessed from the link on the bottom of our homepage, or at the bottom of our other Site pages. By accessing our Site after we have posted changes to this Policy, you are agreeing to the terms of the Policy as modified.

How We Collect Information
The Company intends to give you as much control as possible over your personal information. In general, you can visit us on the web without directly telling us who you are. However, in order to use certain services offered by us, there are times when we may need personal information from you.

“Personal Information” is information that identifies or could be used to identify you and that is either collected by our website automatically or is otherwise submitted to us by you.

We collect Personal Information in order to provide you with our Company’s Services. For further details, please see the “Use of your Personal Information” section below.

You will voluntarily provide most of your Personal Information directly to us. We may also obtain Personal Information from other sources or persons. We collect Personal Information from the following sources:

Information Collected Directly from You: We collect information you voluntarily give to us such as your first and last name, e-mail address, company name, physical address, telephone number, username, password, data or any other information you choose to give to us when you set up an account, participate in a survey, submit content or feedback, sign up to receive information about the Company, or otherwise provide information to us. When you contact us online, we may keep a record of that correspondence. When you use our services we may also collect information about the services you use and how you use them.

Public Information: information about you or your business, which is publicly available, for example on your employers’ website, public professional social networking sites, the press, and relevant electronic data sources.

Information Collected Through Our Site: When you visit our site and use our “Contact Us” form, certain information may be collected. Among the types of information that may be collected are:

domain names of visitors to our Site;
your name, address, e-mail address and any additional information you provide in the “Contact Us” form;
“navigational information” regarding the traffic patterns of our Site, including the number of visits to a particular page and user-specific information on which pages a guest visits, average length of time spent on the Site and similar Site usage data;
any information that you may choose to submit in connection with any e-mail messages, on-site surveys, and the like; and
cookies that track your IP address and certain other information from you when you visit our Site. For further details, please see the “Do We Use “Cookies” or Obtain Personal Information by Automated Means?” section below.

Information Collected through Our IT Systems and Network: Our IT systems and network automatically filter email and other electronic communications for viruses and compliance with our internal policies. Usage of our IT systems (and access to secure office areas) is also automatically logged. Where appropriate and local law permits us to, we will monitor such communications and logs to ensure compliance with applicable rules and law and our internal policies, and for business continuity purposes.

The Types of Information We Collect
The type of Personal Information we collect and how we process it will vary depending on the relationship we have with you and the context for collecting the Personal Information. Generally, this information can include:

personally identifying information such as name, title, role, company, telephone, mailing address, and fax number;
digital footprint data such as e-mail, login information, and IP addresses;
employment data such as job position and business contact information.

Lawful Basis for Processing
Diligent Pharma may have one or more of the following lawful bases to process your Personal Information:

Consent: your freely, informed, and voluntary consent to process your Personal Information in connection to our Company’s Services.
Contract: processing your Personal Information is necessary in order to fulfill a contract.
Legal Obligation: processing is necessary to comply with applicable rules, laws, and regulations.
Legitimate Interests: processing is necessary to the legitimate interests of our firm and/or a third party.

How We Use the Information We Collect

Generally
Collectively, this information is used to provide a more customized and enjoyable experience for you and to allow us to fulfill visitor requests. We also use this information:

to communicate with you about services and programs;
to respond to your inquiries and requests for information;
to deliver and process data based on information you input;
to send you personalized promotions, advertisements and special offers;
to maintain and improve our site and services we offer;
to detect, prevent, or investigate security breaches or fraud;
to maintain appropriate records; and
to internally to compile data regarding website traffic.

To Provide Company’s Services
Where it is necessary to communicate with and perform our contract with our clients or to take steps at our client’s request to enter into the contract, Diligent Pharma may collect or generate additional details about you during the course of such engagement in order to provide you with our Company’s Services.

Communications
Where permitted by applicable law, Diligent Pharma may record and/or monitor telephone calls made and received and electronic communications sent to or received by the firm’s networks in order to protect our business and verify compliance with our policies and relevant legal requirements. Any such recording and/or monitoring will be carried out for lawful business purposes and in accordance with applicable laws and regulations. This may include the following purposes:

recording facts (including converting voice messages into text);
establishing compliance with the firm’s policies and procedures;
complying with applicable laws and regulations;
for crime prevention and detection;
to monitor the effective use and operation of the firm’s networks and systems.

In order to communicate efficiently, correspondence and documents may be sent by unencrypted email. You will be aware that this is not guaranteed as a secure method of communication, nor are there any service standards for delivery. If you would prefer us not to use unencrypted email, please speak to your contact at the firm.

For Client Development
We may use Personal Information in order to respond to, prepare for and present pitches and other proposals, and identify potential business opportunities. Largely, this involves our collection and use of non-personal business information about current, former and prospective corporate clients. However, we may also process limited Personal Information about individuals (name, current and former company, current and former title, contact information and similar information).

Events
If you attend an event that is run by or in association with our firm, we will collect contact details as part of event registration. This information may include dietary requirements and details of any health issues or disabilities which may impact upon your attendance at or participation in the event.

Where an event is sponsored in association with a partner organization or hosted at an external venue (“Co-Sponsored”), we may need to share your personal details with the partner, event organizer or venue. Only the minimum information will be shared as necessary for the purposes of running the event.

Should you choose to register or submit your information to any events where Diligent Pharma co-sponsors with a third party, Diligent Pharma will have no control over the third party sponsors’ use of this information, and this Policy will not apply.

Diligent Pharma uses this information to help us develop and improve our Site to meet your needs better. We may use your name or e-mail address to contact you or respond to your inquiries. We also use this information to help us diagnose technical issues relating to the performance of our Site.

Analytics and Improvement
To better understand how users access and use the Site, our other services and offerings, and for other research and analytical purposes, such as to evaluate and improve our services and business operations and to develop services and features.

To Comply with Another Party’s Legitimate Interests and our Legal and Regulatory Obligations
As part of your business or other commercial dealings with our firm, we may collect or generate details about you in connection to maintain our relationship with you and maintain contractual relations and applicable legal and/or regulatory obligations.

Prevent Misconduct, Abuse and Misuse
Subject to our professional and ethical duties, we use Personal Information where we believe necessary to investigate, prevent or take action regarding illegal activities, suspected fraud, situations involving potential threats to the safety of any person, or violations of our terms of engagement. We also use Personal Information to protect and secure the Site and our information systems and networks.

In the event that we use Personal Information we collect for other purposes not identified above where direct client consent is required under applicable rules, laws and/or regulations we will provide specific notice at the time we collect such Personal Information.

Do We Use “Cookies” or Obtain Personal Information by Automated Means?
There are various technologies, including “cookies” and “pixel tags”, that can be used to provide you with tailored information from a website. A cookie is an element of data that a website can send to your browser, which may then store it on your system. A pixel tag is a type of technology placed on a website or within the body of an email for the purpose of tracking activity on websites, or when emails are opened or accessed, and is often used in combination with cookies. Some of our pages may use these technologies or other technologies so that we can better serve you when you return to our site.

Amending internet browser settings to disable cookies. You can configure your browser to send accept all cookies, reject all cookies, notify you when a cookie is set, or delete cookies that have already been set. Each browser is different, so check the “Help” menu of your browser to learn how to change your cookie preferences. You can also visit https://optout.networkadvertising.org/#!/ to opt out of targeted advertising. Some cookies may be required in order to allow you to access and use our systems. You are free to decline our cookies if your browser permits, although in that case you may not be able to use certain features on our Site. By completely disabling cookies, you may not be able to access some or all of the features we offer. In addition, a number of companies offer utilities designed to help you visit websites anonymously.

For more information about cookies and how to disable them please visit www.allaboutcookies.org, or you may consult the vendor documentation for your specific software.

For more information on how our firm utilizes cookies, please refer to our Cookie Policy.

How do We Respond to Do Not Track Signals?
We do not track users across time or over multiple websites, we do not receive, or respond to, browser do-not-track signals or other similar mechanisms. However, as noted above, some third party websites do keep track of your browsing activities when they serve you content, which enables them to tailor what they present to you.

Amending your internet browser’s Do Not Track signal: Do Not Track (“DNT”) is a privacy preference that users can set in certain web browsers and is a way for users to inform a particular website that they do not want certain information about their webpage visits collected over time and across websites or online services.

To learn more about setting up a Do Not Track signal, please visit https://allaboutdnt.com/.

For additional information on Do Not Track signals, please refer to our Cookie Policy.

Providing Information to Third Parties
Your information may be shared with our affiliates and with vendors that help us to manage and process the information. We do not currently sell personally identifiable information to third parties. If we become involved with a merger or a situation involving the transfer of some or all of our business assets, we may share your information with business entities or individuals involved in that process. We may also share your information as required by or permitted by law, including sharing your information with law enforcement agencies or other governmental entities, with third parties in response to subpoenas or other court orders, or to exercise our legal rights or defend against legal claims against us.

Your Rights
To the extent permitted by the applicable law of your jurisdiction, in relation to your Personal Information, you may request:

to have your Personal Information corrected, for example, if it is incomplete or incorrect;
to opt out of receiving marketing communications at any time;
the right to file a complaint with an applicable government regulator such as a Data Protection Authority.

In addition to the foregoing, if you are located in the European Economic Area (“EEA”), to the extent permitted by applicable law, in relation to your Personal Information, you may request:

to access the Personal Information held by us about you;
the right to restrict or object to the processing of your Personal Information, or request that your Personal Information is erased;
the right to receive a copy of the Personal Information which you have provided to the firm, in a structured, commonly used and machine-readable format (known as “data portability”);
where you have provided Personal Information voluntarily, or otherwise consented to its use, the right to withdraw your consent;
to have your personal information/data deleted when retention of the information is no longer necessary for the purposes for which they were collected or when processing is based on consent that has subsequently been withdrawn.

Please note, there are certain situations where we may refuse to delete Personal Information, i.e., when it is necessary to provide the service or complete a transaction; if security incident or fraud has been detected; when the Personal Information is subject to a governmental or regulatory investigation or inquiry; or for internal uses that are reasonably aligned with the expectation of the client based on the client’s relationship with Diligent Pharma.

To help protect your privacy and maintain security, we may take steps to verify your identity before granting you access to your information.

To the extent permitted by applicable law, a charge may apply before we provide you with a copy of any of your Personal Information that we maintain.

Security
Diligent Pharma makes every effort to protect the security of your Personal Information. We are committed to keep Personal Information secure and we have implemented appropriate information security policies, rules and technical measures to protect the Personal Information that we have under our control from unauthorized access, improper use or disclosure, unauthorized modification and unlawful destruction or accidental loss.

All of our employees, consultants, workers and data processors (ie, those who process your Personal Information on our behalf, for the purposes listed above), who have access to, and are associated with the processing of Personal Information, are obligated to respect the confidentiality of such Personal Information.

Please note that no transmission over the internet is completely secure or error-free, and that the information security policies, rules and technical measures utilized and maintained by us may be subject to compromise.

Links to Third-Party Websites. As a convenience to you, Diligent Pharma may provide hyperlinks to websites operated by third parties. When you select these hyperlinks, you will be leaving the Site.

Diligent Pharma has no control over third party websites, their content, or security. Accordingly, when you access these third party websites it is at your own risk. We encourage you to read the associated privacy policies by such third party websites to learn more about their data privacy management practices. Diligent Pharma may, in its sole discretion, block links to the third-party website and content without notice.

Updates and Your Choice to Opt-Out of the Collection and Sharing of Personal Information
We will endeavor to ensure your Personal Information is kept accurate, complete, up to date and relevant. If you feel your Personal Information is not accurate, complete or up to date, please notify us and we will take reasonable steps to ensure it is corrected. You can contact us using the details listed below.

If you are located in a jurisdiction that requires opt-in consent to receive electronic marketing messages, we will only send you such messages if you opt-in to receive them. To opt out of receiving e-mails or other direct marketing communications, such as commercial emails, please contact us using the details listed below.

The scope of your choice to opt-out will remain subject to applicable laws, rules, and regulations.

Retention of Personal Information
To the extent permitted by applicable law, we may retain your Personal Information for the period necessary to serve the purposes for which we obtained it. We may also retain your Personal Information beyond such period in accordance with applicable laws, regulations, or another lawful basis, including but not limited to, compliance with our contractual obligations, legal obligations, regulatory obligations, legal claims, or another legitimate interest.

Information about Children on Our Site
The Site is not directed to children under the age of 18 years. By using the Site, you represent and warrant that you are at least 18 years old.

If you are a parent or guardian and believe we may have collected information about a child under the age of 18, please contact us as described in the “Contact Us” section below so we can take reasonable steps to remove that information from our servers.

Please be aware that such a request does not ensure complete or comprehensive removal of the content or information you have posted and that there may be circumstances in which the law does not require or allow removal even if requested.

Data Transfers
We may transfer the Personal Information we obtain about you to recipients in countries other than the country in which the information originally was collected. Those countries may not have the same data protection laws as the country in which you initially provided the information. To the extent required by applicable law, when we transfer your information to recipients in other countries (such as the United States, United Kingdom, Ireland or Cayman Islands), we will protect that information as described in this Policy.

If you are located in the European Economic Area (“EEA”), we will comply with applicable legal requirements regarding the provision of appropriate safeguards for the transfer of Personal Information to recipients in countries for which the European Commission has not issued an adequacy decision.

Data Controller
As identified under applicable law, the data controller for this Site is Diligent Pharma located at the address below.

Miscellaneous
California residents may request a notice disclosing the categories of personal information we have shared with third parties for the third parties’ direct marketing purposes. To request a notice, please contact us as described in the “Contact Us” section, below. We will make every effort to promptly respond to your request. In accordance with the above, we comply with the Children’s Online Privacy Protection Act and do not knowingly collect information about individuals under the age of 13 years.

Who can you contact at Diligent Pharma?
If you have any questions, comments or concerns about this Policy and/or the Company’s practices or if you want to change your information, stop us from using your information, or opt out of receiving future promotional emails, text messages, telephone calls, and mailings from us, you can contact us via “Contact Us” on our website or write to us at:

Attn: Digital Privacy Department
Diligent Pharma Inc.
179 Nassau Street, Suite 3A
Princeton, NJ 08542
USA

You can also opt-out by following the opt-out instructions in promotional communications we send you. Please note that if you opt out of receiving promotional communications from us, we may still send you non-promotional communications, including emails about your accounts.

Vendor Terms of Use

Protecting Your Personal Information is Important

By using the Company’s website and/or other web or cloud based services you agree to the terms and conditions of this Policy. If you do not agree to the terms of this Policy, do not visit the Company’s website or submit any personal information to the Company.

To affirm our continued commitment to the proper use of client information and protecting your privacy, we have set forth the following privacy policies.

By visiting this Site, you are accepting the practices described in this Policy. If you do not agree to this Policy, please do not use this Site.

“Personal Information” is information that identifies or could be used to identify you and that is either collected by our website automatically or is otherwise submitted to us by you.

We collect Personal Information in order to provide you with our Company’s Services. For further details, please see the “Use of your Personal Information” section below.

You will voluntarily provide most of your Personal Information directly to us. We may also obtain Personal Information from other sources or persons. We collect Personal Information from the following sources:

Public Information: information about you or your business, which is publicly available, for example on your employers’ website, public professional social networking sites, the press, and relevant electronic data sources.

Information Collected Through Our Site: When you visit our site and use our “Contact Us” form, certain information may be collected. Among the types of information that may be collected are:

domain names of visitors to our Site;

your name, address, e-mail address and any additional information you provide in the “Contact Us” form;

“navigational information” regarding the traffic patterns of our Site, including the number of visits to a particular page and user-specific information on which pages a guest visits, average length of time spent on the Site and similar Site usage data;

any information that you may choose to submit in connection with any e-mail messages, on-site surveys, and the like; and

cookies that track your IP address and certain other information from you when you visit our Site. For further details, please see the “Do We Use “Cookies” or Obtain Personal Information by Automated Means?” section below.

The Types of Information We CollectThe type of Personal Information we collect and how we process it will vary depending on the relationship we have with you and the context for collecting the Personal Information. Generally, this information can include:

personally identifying information such as name, title, role, company, telephone, mailing address, and fax number;

digital footprint data such as e-mail, login information, and IP addresses;

employment data such as job position and business contact information.

Lawful Basis for ProcessingDiligent Pharma may have one or more of the following lawful bases to process your Personal Information:

Consent: your freely, informed, and voluntary consent to process your Personal Information in connection to our Company’s Services.

Contract: processing your Personal Information is necessary in order to fulfill a contract.

Legal Obligation: processing is necessary to comply with applicable rules, laws, and regulations.

Legitimate Interests: processing is necessary to the legitimate interests of our firm and/or a third party.

How We Use the Information We Collect

GenerallyCollectively, this information is used to provide a more customized and enjoyable experience for you and to allow us to fulfill visitor requests. We also use this information:

to communicate with you about services and programs;

to respond to your inquiries and requests for information;

to deliver and process data based on information you input;

to send you personalized promotions, advertisements and special offers;

to maintain and improve our site and services we offer;

to detect, prevent, or investigate security breaches or fraud;

to maintain appropriate records; and

to internally to compile data regarding website traffic.

recording facts (including converting voice messages into text);

establishing compliance with the firm’s policies and procedures;

complying with applicable laws and regulations;

for crime prevention and detection;

to monitor the effective use and operation of the firm’s networks and systems.

Should you choose to register or submit your information to any events where Diligent Pharma co-sponsors with a third party, Diligent Pharma will have no control over the third party sponsors’ use of this information, and this Policy will not apply.

Diligent Pharma uses this information to help us develop and improve our Site to meet your needs better. We may use your name or e-mail address to contact you or respond to your inquiries. We also use this information to help us diagnose technical issues relating to the performance of our Site.

Analytics and ImprovementTo better understand how users access and use the Site, our other services and offerings, and for other research and analytical purposes, such as to evaluate and improve our services and business operations and to develop services and features.

In the event that we use Personal Information we collect for other purposes not identified above where direct client consent is required under applicable rules, laws and/or regulations we will provide specific notice at the time we collect such Personal Information.

For more information about cookies and how to disable them please visit www.allaboutcookies.org, or you may consult the vendor documentation for your specific software.

For more information on how our firm utilizes cookies, please refer to our Cookie Policy.

To learn more about setting up a Do Not Track signal, please visit https://allaboutdnt.com/.

For additional information on Do Not Track signals, please refer to our Cookie Policy.

Your RightsTo the extent permitted by the applicable law of your jurisdiction, in relation to your Personal Information, you may request:

to have your Personal Information corrected, for example, if it is incomplete or incorrect;

to opt out of receiving marketing communications at any time;

the right to file a complaint with an applicable government regulator such as a Data Protection Authority.

In addition to the foregoing, if you are located in the European Economic Area (“EEA”), to the extent permitted by applicable law, in relation to your Personal Information, you may request:

to access the Personal Information held by us about you;

the right to restrict or object to the processing of your Personal Information, or request that your Personal Information is erased;

the right to receive a copy of the Personal Information which you have provided to the firm, in a structured, commonly used and machine-readable format (known as “data portability”);

where you have provided Personal Information voluntarily, or otherwise consented to its use, the right to withdraw your consent;

to have your personal information/data deleted when retention of the information is no longer necessary for the purposes for which they were collected or when processing is based on consent that has subsequently been withdrawn.