ASTM License Agreement

Definitions

• ASTM Market Intelligence Platform means the web-based, digital market intelligence platform providing Authorized Users with access to Content, as such platform may be updated, modified, or replaced from time to time. The ASTM Market Intelligence Platform is comprised of a combination of proprietary technology developed and owned by ASTM and third-party software licensed to ASTM.
• ASTM Product means the ASTM Market Intelligence Platform.
• Authorized User means an individual user account registered to access the ASTM Product under Licensee’s subscription, subject to tier-based limitations. For purposes of this Agreement, obligations of the Licensee apply equally to Authorized Users acting under the Licensee’s account.
• Content means any information, data, text, graphics, images, reports, analyses, outputs, Derived Outputs, or other materials made available to or displayed to an Authorized User through the ASTM Product, including, without limitation, market data, dashboards, visualizations, verification indicators, and the Wohlers Report, regardless of format or medium.
• Derived Output(s) means any analysis, compilation, filter, selection, modification, visualization, dashboard, report, export, or other output generated by or on behalf of Licensee or an Authorized User through use of the ASTM Product that is based on, derived from, or incorporates any Content or underlying data made available through the ASTM Product.
• Subscription Term means the period of time during which Licensee is authorized to access the ASTM Product under a paid Subscription Tier, as established at the time of purchase through the ASTM Product website, and any renewal thereof.
• Subscription Tier means Free, Professional, or Enterprise, as defined on the ASTM Product website.
• Wohlers Report means the Wohlers Report, including the annual edition released for a specific calendar year and any frequent and/or ad-hoc updates issued under the “Wohlers Quarterly Report” branding, as made available to paid Authorized Users through the ASTM Product.

ASTM Product and Content Ownership

• The ASTM Product and all Content, including the selection, coordination, analysis, presentation, and expression of information, are proprietary to ASTM or its licensors and are protected by copyright and other intellectual property laws. This Agreement grants a license only. No ownership rights are transferred. All rights not expressly granted are reserved by ASTM. For the avoidance of doubt, ASTM shall own all right, title, and interest in and to all Derived Outputs.
• All feedback, suggestions, or comments you provide regarding the ASTM Product (“Feedback”) shall be owned exclusively by ASTM. By providing Feedback, you assign to ASTM all rights, title, and interest in and to the Feedback, including any intellectual property rights therein.

License Grant

License

Subject to compliance with this Agreement, ASTM grants Licensee a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the ASTM Product and Content solely for Licensee’s internal business purposes, and only as permitted by the applicable Subscription Tier (the “License”).

• Access is provided on a per-user account basis. Accounts may not be shared.
• Authorized Users may view, search, and interact with Content within the ASTM Product in accordance with their Subscription Tier.
• Authorized Users with an Enterprise Subscription Tier may export platform-generated graphs or visualizations where expressly enabled. Such exports may be used internally by Licensee and may be displayed in client presentations solely for informational purposes, provided that: (i) ASTM is clearly identified as the source; (ii)any embedded watermark or logo remains intact; (iii) the exports are not modified except through functionality expressly provided within the ASTM Product; (iv) no sublicense, transfer, distribution, or grant of access to the ASTM Product, Content, or Derived Outputs is made to any client or third party; and (v) clients receive no independent right to use, reproduce, distribute, or further disclose the exports. All such use remains subject to and in compliance with this Agreement.

Tier-Based Entitlements

Access rights, features, Content availability, export permissions, and user limits vary by Subscription Tier and are defined on the ASTM Product website. ASTM may modify tier entitlements prospectively.

Wohlers Report – Annual Edition Access

• Included Wohlers Report Access. Professional and Enterprise subscriptions include access to the Wohlers Report edition released during each active subscription year.
• Survival of Access After Non-Renewal. If Licensee’s subscription expires or is not renewed, Licensee’s account will be downgraded to the Free Subscription Tier. Licensee shall retain access, via the ASTM Product, to each Wohlers Report edition that was made available during Licensee’s paid subscription term or terms. This retained access is limited to the specific editions previously licensed and does not include access to future Wohlers Reports or paid ASTM Product features.
• License Scope. Access to Wohlers Reports under this section is non-exclusive, non-transferable, and limited to viewing within the ASTM Product. No offline copies, downloads, or redistribution rights are granted.

No Implied Rights

Except as expressly set forth in this Agreement, no rights or licenses are granted to Licensee by implication, estoppel, or otherwise.

Prohibited Uses

The License describes all permitted uses. Any other use is prohibited and constitutes a material breach of this Agreement. Licensee and Authorized Users may not:

• Make the ASTM Product or Content available to any third party
• Download, extract, scrape, or systematically capture underlying data
• Reproduce, copy, distribute, publicly display, or transmit Content outside the ASTM Product
• Create derivative works based on Content
• Include Content in other works or databases
• Use Content to build or enhance competing products or services
• Circumvent technical access or content protection measures
• Use Content, exports, graphs, images, or screenshots in connection with artificial intelligence or machine learning systems, including for training, fine-tuning, or validation
• Sell, rent, lease, sublicense, or otherwise commercialize access to the ASTM Product or Content

Artificial Intelligence

• User Restrictions. Licensee may not use any Content, exports, graphs, images, or screenshots obtained from the ASTM Product in connection with artificial intelligence or machine learning systems, including for model training, fine-tuning, or data ingestion.
• ASTM Reserved Rights. Nothing in this Agreement restricts ASTM’s right to develop, deploy, or incorporate AI-enabled features or automated systems within the ASTM Product.

Verified Company Checkmark

• The “Verified” company checkmark indicates that a company profile has been reviewed or confirmed based on information provided directly by the company. The Verified checkmark does not constitute endorsement, certification, ranking, recommendation, or warranty of any kind.
• ASTM reserves the right to modify, revoke, or remove the Verified checkmark at any time in its sole discretion.

Detection of Prohibited Uses

Licensee is responsible for taking reasonable measures to prevent prohibited uses of the ASTM Product and Content. Licensee shall promptly notify ASTM of any unauthorized use of which it becomes aware and shall cooperate with ASTM in investigating and remedying such use.

Delivery Formats and Availability

• The ASTM Product is provided via web-based access. ASTM may modify formats, features, or technical requirements from time to time. ASTM shall use reasonable efforts to provide continuous access but does not guarantee uninterrupted availability.
• Self-Service Access. The ASTM Product is provided as a self-service, subscription-based software-as-a-service offering. Except as expressly agreed in writing, ASTM does not provide implementation, customization, configuration, training, consulting, or other professional services in connection with Licensee’s use of the ASTM Product.

Subscription Term and Access

• Access to the ASTM Product is provided for the duration of the active Subscription Term. Upon expiration or non-renewal, access will be limited to the Free Subscription Tier, subject to the License Grant and all other applicable provisions of this Agreement.
• ASTM may suspend or terminate access for material breach of this Agreement. No cure period is required for breaches involving misuse of Content or violations likely to cause irreparable harm.
• This Agreement will remain effective until terminated in accordance with this Agreement.

Fees, Payment, and Refunds

Fees

• Payment may be made via credit card or invoice.
• For credit card payments, charges will be processed at the time of order confirmation.
• For invoice payments, full payment is due within thirty (30) days from the invoice date. Access to the ASTM Product will be activated only upon ASTM’s receipt of the full invoiced amount via bank transfer or other approved payment method, and ASTM shall have no obligation to provide access prior to receipt of full payment.
• Late payments may incur a service charge of 1.5% per month or the maximum rate permitted by law, whichever is lower.
• Taxes. Licensee must pay any applicable taxes, other than taxes on ASTM’s net income, arising out of Licensee’s use of the ASTM Product and/or rights granted under this Agreement.
• Licensee Purchase Orders. In the event that a Purchase Order (“PO”) is submitted by Licensee in conjunction with an applicable order form, quote or proposal provided by ASTM to Licensee, it is hereby expressly agreed and understood that any terms and conditions contained within such PO shall be deemed null and void and shall have no binding effect on the Parties.
• Any delays in payment resulting from issues with Licensee’s internal payment portal are the sole responsibility of Licensee, who remains obligated to fulfill payment as agreed and outlined above.
• It is Licensee’s responsibility to provide accurate billing contact information to ensure proper delivery of the invoice.
• Invoices that remain unpaid for more than 100 days will result in immediate suspension of Licensee’s access to the ASTM Product until full payment is received. Accounts placed on suspension will automatically enter a probationary period and will forfeit net payment term privileges for a period of one year.

Refunds

• All purchases of subscriptions and access to Content through the ASTM Product are final. Except as required by law, ASTM does not provide refunds, credits, or prorations for any Subscription Term, including in cases where Licensee elects to terminate its account or discontinue use of the ASTM Product.
• Notwithstanding the foregoing, ASTM may, in its sole discretion, issue refunds or credits in cases of duplicate charges, billing errors, or other administrative mistakes.

Verification and Monitoring

ASTM may monitor use of the ASTM Product to verify compliance with this Agreement, maintain security, and support operation of the ASTM Product, including through the use of automated tools. Any collection or processing of personal data in connection with such monitoring is governed by ASTM’s Privacy Policy. By accessing or using the ASTM Product, Licensee and Authorized Users consent to such monitoring.

Passwords

Licensee must immediately notify ASTM of any known or suspected unauthorized use(s) of its password(s), or any known or suspected breach of security, including the loss, theft or unauthorized disclosure of such password or any unauthorized access to or use of the ASTM Product or Content. Licensee is solely responsible for maintaining the confidentiality of its password(s) and for ensuring the authorized access and use of the ASTM Product. Personal accounts/passwords may not be shared.

Disclaimer of Warranties

The ASTM Product and Content are provided “AS IS” and “AS AVAILABLE,” without warranties of any kind, express or implied, including warranties of accuracy, completeness, fitness for a particular purpose, or non-infringement, except to the extent that these disclaimers are held to be legally invalid.

Limitation of Liability

To the extent not prohibited by law, in no event will ASTM be liable for any loss, damage, lost data or for special, indirect, consequential or punitive damages, however caused regardless of the theory of liability, arising out of or related to the use of the ASTM Product or the Content. In no event will ASTM’s liability exceed the amount paid by Licensee for the applicable Subscription Term for which the claim arose.

General

Termination

• This Agreement remains in effect for as long as Licensee maintains an account for the ASTM Product. Licensee may terminate this Agreement at any time by deleting its account and ceasing all access to the ASTM Product.
• ASTM may terminate this Agreement and Licensee’s access to the ASTM Product immediately upon notice if Licensee or any Authorized User materially breaches this Agreement or engages in prohibited use of the ASTM Product or Content.
• Expiration or non-renewal of a paid Subscription Term does not terminate this Agreement and results only in a downgrade of access to the Free Subscription Tier, subject to the continued access rights for Wohlers Report editions set forth in this Agreement.

Governing Law, Venue, and Jurisdiction

This Agreement shall be interpreted and construed in accordance with the laws of the Commonwealth of Pennsylvania. Licensee agrees to submit to jurisdiction and venue in the state and federal courts of Pennsylvania for any dispute which may arise under this Agreement. Licensee also agrees to waive any claim of immunity it may possess.

Entire Agreement

This Agreement is the entire agreement between Licensee and ASTM relating to its subject matter. It supersedes all prior or contemporaneous oral or written communications, proposals, representations and warranties and prevails over any conflicting or additional terms of any quote, order, acknowledgment, or other communication between the parties relating to its subject matter during the term of this Agreement. No modification of this Agreement will be binding, unless in writing and signed by an authorized representative of each party.

Assignment

Licensee may not assign or transfer its rights under this Agreement without the prior written permission of ASTM.

Order of Precedence

In the event of any conflict, the order of precedence is:

1. the ASTM Market Intelligence Platform License Agreement
2. the ASTM Privacy Policy
3. the ASTM Market Intelligence Platform Terms of Use
4. any mutually executed ASTM-issued transaction document (quote, proposal, order form, etc.)

An executed ASTM-issued transaction document may modify the License Agreement only if it expressly states that it amends the License Agreement and is signed by authorized representatives of both parties. Customer purchase orders, procurement documents, onboarding forms, or other customer-supplied terms do not constitute such an amendment and shall have no effect, even if signed by ASTM or referenced in connection with the parties’ transaction.

Updates to Agreement

Notwithstanding anything to the contrary in this Agreement, ASTM may update this Agreement from time to time. ASTM will provide notice of updates within the ASTM Product or upon login. Licensee will be required to review and affirmatively accept the updated Agreement before further access to the ASTM Product is permitted. The updated Agreement will become effective upon Licensee’s acceptance and will apply prospectively from its effective date.

EEO

Our organization is an equal opportunity employer and federal contractor or subcontractor. As applicable, the parties agree that they shall abide by the requirements of 41 CFR Section 10-1.4(a); 41 CFR Section 60-300.5(a); 41 CFR Section 60-741.5(a); and 29 CFR Part 471, Appendix A to Subpart A with respect to affirmative action program and posting requirements, and that these requirements are incorporated herein. Section 60-300.5 and 60-741.5 require that covered prime contractors and subcontractors ensure nondiscrimination and take affirmative action in employment to employ and advance qualified individuals without regard to their physical or mental disability and protected Veteran status.