Version v1.0.2026 • Last Updated: January 17, 2026
Welcome to Laborate. These Terms of Service (“Terms”) form a binding legal agreement between you and **Laborate**. These Terms govern your access to and use of the Laborate digital lab notebook and inventory management platform.
By accessing or using the Services, you agree to be legally bound by these Terms. If you are using the service on behalf of an institution (e.g., a university, lab, or company), you represent that you have the authority to bind that institution.
1.1 Application Services. Upon your registration for Laborate, and subject to these Terms of Service, Laborate grants you a limited, non-exclusive, non-transferable (except as permitted under Assignment provisions) right to access and use the Laborate Application Services (including our digital lab notebook and inventory management tools) solely for use in connection with your Institution's biological research and related scientific activities (“Permitted Use”).
1.2 Documentation. In connection with the Application Services, Laborate grants you the right to access, copy, and use the provided user manuals, help files, and technical documentation ("Documentation") as part of your Permitted Use. Laborate may update, modify, or change the Laborate Services at our discretion.
1.3 Institutional Accounts & Roles. All accounts provided by Laborate are “Institutional Accounts.” An Institutional Account is for use in connection with your work or other responsibilities at your employer, institution, university, lab, or other organization (each an “Institution”).
1.4 Customer Data License Grant & Management. You hereby grant Laborate a license to use Customer Data and Customer Materials for the purposes of: (a) providing the Laborate Services to you (including notebook entries and inventory tracking); (b) operating, improving, enhancing, and supporting the Laborate Services; (c) keeping the Laborate Services safe and secure; and (d) complying with applicable law. You understand and agree that Laborate, in performing the required technical steps to provide the Services, may need to make changes to your Customer Data to conform and adapt that Customer Data to the technical requirements of connection networks, devices, services, or media (such as database schema updates), and the foregoing licenses include the rights to do so.
1.5 Third-Party Services. Any Third-Party Services used by you (e.g., integrations with other tools) will be governed by your agreement with the third party, not these Terms of Service. Laborate does not warrant, support, or assume any liability with respect to such Third-Party Services.
1.6 Support. Laborate is operated by a limited team. While we strive to provide helpful technical support for the Application Services, support is provided on an “as available” basis and is not guaranteed during standard business hours. We do not offer a Service Level Agreement (SLA) regarding response times.
1.7 Trials and Betas. Laborate may offer optional Trials and Betas (including "Free Tier" or "Early Access" versions). Use of Trials and Betas is permitted only for your internal evaluation during the period designated by Laborate. You are under no obligation to use any Trials and Betas, and Laborate is under no obligation to offer them.
Trials and Betas are provided “AS IS” and may be inoperable, incomplete, or include features that may be modified or removed in future releases. Notwithstanding anything else in these Terms of Service, Laborate offers no warranty, indemnity, SLA, or guaranteed Support for Trials and Betas.
2.1 Equipment. You are responsible for obtaining and maintaining, at your expense, all the necessary computer hardware, software, services, modems, connections to the internet, and other items operated or provided by you or third parties, as required for your access and use of the Laborate Services. Laborate is not responsible for the operation of any services, nor the availability or operation of the Laborate Services, to the extent such availability and operation is dependent upon such third-party services (e.g., internet service providers).
2.2 Authorized User. You shall only use a single, unique email address to sign up for the Application Services under these Terms of Service. As stated in Section 1, this must be an email address issued to you by your Institution. Laborate will use your email address for the purpose of authenticating you so that you can access the Application Services and as otherwise set forth in our Privacy Policy. Your email address and password may not be shared or used by any other person. You assume full responsibility and liability for any of your acts, omissions, or failures that give rise to any noncompliance under this Section 2.2 and any breach or violation of these Terms of Service. Laborate reserves the right to periodically require that you change your password.
2.3 Unauthorized Access. You are obligated to establish secure passwords or other security measures to ensure exclusive access to the administrative functionalities of the Application Services. You are solely responsible for the security of your account, including all passwords and files, barring instances where misuse arises directly from a breach of these Terms of Service by Laborate. This responsibility extends to all activity associated with your account, whether or not you have authorized it personally. Should you become aware of any unauthorized use, you are required to immediately inform Laborate in writing and actively cooperate with Laborate to halt and remedy the unauthorized use.
2.4 Restrictions on Use. You will not, and shall not permit any third party to: (a) license, sublicense, sell, resell, rent, lease, loan, assign, transfer, distribute, timeshare, market, publish, reproduce, or otherwise commercially exploit or make the Application Services (or any portion thereof) available to any third party other than as contemplated by these Terms of Service; (b) decompile, disassemble, or reverse engineer the Application Services, or otherwise attempt to discover the source code, object code, logic, process, or underlying methodology, structure, ideas, or algorithms of the Application Services, or related trade secrets; (c) use the Laborate Services (or any portion thereof) except to the extent permitted in Section 1.1 (Application Services), or other than (i) in accordance with these Terms of Service and (ii) in compliance with Laborate’s Acceptable Use Policy (“AUP”) as well as all applicable Laws; (d) modify, copy, or create any derivative work of any part of the Application Services; or (e) publish any results of benchmark tests run on the Application Services.
2.5 High Risk Activities & Prohibited Data. You will not: (a) use the Application Services for High Risk Activities (such as direct life support systems or immediate clinical diagnosis without verification); or (b) submit Prohibited Data to the Application Services. You acknowledge that the Application Services are not designed for (and Laborate has no liability for) use prohibited in this Section 2.5. You acknowledge that Laborate shall be in no way liable for any damages whatsoever relating to or in connection with High Risk Activities or Prohibited Data.
2.6 Laborate Sites. Laborate grants you a limited, revocable, non-exclusive, non-transferable license to access and use the Laborate Sites for your internal business purposes, subject to these Terms of Service. You agree not to: (a) Use the Laborate Sites in any unlawful manner or in violation of these Terms; (b) copy, reproduce, distribute, publicly display, or otherwise exploit any content from the Laborate Sites without our prior written consent; (c) use automated systems (such as bots, spiders, or scrapers) to access the Laborate Sites; or (d) interfere with or attempt to compromise the security, integrity, or availability of the Laborate Sites. All materials displayed on or accessible through the Laborate Sites, including text, images, graphics, logos, videos, and software (collectively, “Content”), are owned by or licensed to Laborate and are protected by intellectual property laws. You may not use, copy, or distribute Content except as expressly permitted by Laborate. Our name, trademarks, logos, and other brand features appearing on the Laborate Sites are our exclusive property. Nothing in these Terms of Service grants you any right or license to use our trademarks or other intellectual property without our prior written consent. If you submit any comments, feedback, or other content to the Laborate Sites, you grant us a worldwide, royalty-free, perpetual, irrevocable, sublicensable license to use, reproduce, and display such content in connection with our business. You represent and warrant that you have all rights necessary to grant this license. If you believe that any Content on the Laborate Sites infringes your intellectual property rights, please contact us at daniel.huang@laborate.app to submit a takedown request. The Laborate Sites may contain links to third-party websites. These links are provided solely for convenience and do not constitute an endorsement or recommendation by us. We are not responsible for the content, policies, or practices of third-party websites, and you access such sites at your own risk.
2.7 Privacy Policy. You acknowledge, agree to, and are bound by Laborate's Privacy Policy, and Laborate agrees to process all of your Personal Information (as defined in the Privacy Policy) in accordance with such Privacy Policy. The Laborate Sites may use cookies or similar technologies to improve performance and user experience.
Laborate may collect Usage Data (including but not limited to metadata, log files, and interaction patterns) and use it to operate, maintain, secure, improve, and support the Laborate Services and Laborate Sites, and for other lawful business purposes, including benchmarking and reports. However, Laborate will not disclose Usage Data externally unless it is both: (a) de-identified so that it does not identify you or your Institution; and (b) aggregated with data across other users.
4.1 Reserved Rights. Neither party grants the other any rights or licenses not expressly set out in these Terms of Service. As between the parties, and subject to Section 1.3 regarding rights your Institution may have to Customer Data, you (or your Institution) exclusively own and reserve all right, title and interest in and to Customer Data and Customer Materials, except as necessary for Laborate to process such data in accordance with these Terms of Service. Laborate retains all rights, title and interest in and to all Laborate Intellectual Property (including the code, design, and methodology of the Application Services), with your rights limited to those expressly granted in these Terms of Service.
4.2 Feedback. If either party provides Feedback to the other, the other party may use the Feedback without restriction or obligation. All Feedback is provided “AS IS” and neither party will publicly identify the other as the source of any Feedback without the other party’s written consent.
Unless otherwise specified in a separate written Service License Agreement or Order Form signed by both parties, your use of the Laborate Services under these Terms of Service is without charge (Free Trial). If you or your Institution upgrade to a paid version of the Services, such use will be governed by a separate written agreement that supersedes Section 5 of these Terms regarding fees.
6.1 Mutual. Each party represents and warrants that it: (a) has the legal power and authority to enter into these Terms of Service; and (b) will use industry-standard measures to avoid introducing viruses, malicious code or similar harmful materials into the Application Services or Laborate Sites.
6.2 Disclaimers. Laborate Services and the Laborate Sites are provided “as is” and “as available”. Except as expressly provided in these Terms of Service, and to the maximum extent permitted by applicable law, Laborate expressly disclaims all warranties, express or implied, statutory or otherwise, including, without limitation, warranties of merchantability, fitness for a particular purpose (even if advised of the purpose), accuracy, title, and non-infringement. In addition, except as expressly provided in these Terms of Service, Laborate does not warrant that access to the Application Services or Laborate Sites will be uninterrupted or error free, that Laborate Services will meet your needs, or that data will not be lost. Laborate’s warranties in Section 6.1 do not apply to issues arising from Third-Party Services or misuse or unauthorized modifications of the Application Services.
7.1 Term. These Terms of Service shall commence on the date of your first access to the Laborate Services or Laborate Sites, until terminated by either party pursuant to these Terms of Service.
7.2 Termination. You may stop accessing the Laborate Services or the Laborate Sites at any time. Laborate may terminate your access to the Laborate Services or any of the Laborate Sites immediately at any time for your material breach of these Terms of Service, or if we must do so in order to comply with Laws. We may also terminate your Laborate Services account if you have been inactive for over a year. If we terminate your account due to inactivity, we will provide you with notice before doing so.
7.3 Data Export & Deletion. You may export your Customer Data from the Application Services (or Laborate will otherwise make the Customer Data available to you) as described in the Documentation at any time during your access to the Application Services. Beginning sixty (60) days after termination or expiration of these Terms of Service, Laborate may irretrievably erase or archive to inaccessibility, all of your Customer Data stored in the Application Services. You may also request in writing that Laborate delete your Customer Data. You understand and agree that it may not be possible to completely delete your Customer Data from Laborate's records, and that your Customer Data may remain viewable to other users, to the extent that such Customer Data was copied or stored by other users as part of a Limited View or Public View project. Notwithstanding the foregoing, Laborate may retain Customer Data or Confidential Information in accordance with its standard backup or record retention policies or as required by Law, subject to Section 12 (Security) and Section 11 (Confidentiality).
7.4 Effect of Termination. Upon termination of these Terms of Service or termination of your access to the Laborate Services for any reason: (i) your right to use the Laborate Services will cease; and (ii) each party will promptly cease all use of, destroy, or return the other party’s Confidential Information (at Disclosing Party’s discretion), including for the avoidance of doubt all versions of the Documentation that you have in your possession. Notwithstanding the foregoing, Laborate may retain Customer Data or other Confidential Information as per Section 7.3.3.
7.5 Survival. Upon termination of these Terms of Service or termination of your access to the Application Services, all licenses granted hereunder shall immediately terminate. The following provisions shall survive any termination or expiration of these Terms of Service: Sections 2.4 (Restrictions on Use), 2.5 (High Risk Activities & Prohibited Data), 2.6 (Laborate Sites), 3 (Usage Data), 4 (Proprietary Rights), 6.2 (Disclaimers), 7.3 (Data Export & Deletion), 7.4 (Effect of Termination), 9 (Limitation of Liability), 10 (Indemnification), 11 (Confidentiality), 13 (General) and 14 (Definitions).
Laborate may suspend or limit your access to the Application Services, access to Third-Party Services via the Application Services, and related services due to a Suspension Event but will use its best efforts to give you prior notice so that you may seek to resolve the issue and avoid suspension. Laborate may not give prior notice in exigent circumstances or for a suspension made to avoid material harm or violation of Laws. Once the Suspension Event is resolved, Laborate will promptly restore your access to the Application Services in accordance with these Terms of Service. “Suspension Event” means a situation where: (a) You are in material breach of Section 2.3 (Unauthorized Access) or 2.4 (Restrictions on Use) or other usage-related terms included in the Laborate Policies; (b) we need to take action to prevent harm to other customers or third parties; or (c) we need to take action to preserve the security, availability or integrity of the Laborate Services.
THE AGGREGATE LIABILITY OF LABORATE (OR ITS LICENSORS OR SUPPLIERS) IN CONNECTION WITH THESE TERMS OF SERVICE OR THEIR SUBJECT MATTER, HOWEVER CAUSED, AND ON ANY THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION CONTRACT, STRICT LIABILITY, NEGLIGENCE AND/OR OTHER TORT, SHALL IN NO EVENT EXCEED ONE HUNDRED U.S. DOLLARS ($100).
IN NO EVENT WILL LABORATE (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, RELIANCE OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, USE, DATA USE, OR INTERRUPTION OF BUSINESS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LIABILITY RELATED TO THE PROCUREMENT OF SUBSTITUTE GOODS.
THE FOREGOING LIMITATIONS FORM AN ESSENTIAL BASIS FOR THESE TERMS OF SERVICE AND SHALL SURVIVE REGARDLESS OF THE FAILURE OF ANY REMEDY OF ITS ESSENTIAL PURPOSE.
10.1 Indemnification by You. You, at your own cost, will defend Laborate from and against any third-party claim arising from: (a) Customer Data; (b) Customer Materials; or (c) your breach or alleged breach of Section 2.4 (Restrictions on Use) or 2.5 (High-Risk Activities & Prohibited Data), and will indemnify and hold harmless Laborate from and against any damages or costs awarded against Laborate (including reasonable attorneys’ fees) or agreed in settlement by you resulting from such claim. Additionally, you will indemnify Laborate from all losses related to any claims resulting from: (a) modification or unauthorized use of the Application Services not in accordance with these Terms of Service and the Documentation; (b) use of the Application Services in combination with items not provided by Laborate, including Third-Party Services; or (c) use of the Application Services other than the most recent release, if Laborate made available (at no additional charge) a newer release that would avoid infringement.
10.2 Procedures. Your obligations in this Section 10 are subject to receiving from Laborate: (a) prompt notice of the claim (but delayed notice will only reduce the indemnifying party’s obligations to the extent it is prejudiced by the delay); (b) the exclusive right to control the claim’s investigation, defense and settlement, and; (c) reasonable cooperation at the indemnifying party’s expense. You may not settle a claim without Laborate’s prior written approval if settlement would require Laborate to admit fault or take or refrain from taking any action. Laborate may participate in a claim with its own counsel at its own expense.
10.3 Data Export & Deletion. In response to an infringement or misappropriation claim, if required by settlement or injunction or as Laborate determines necessary to avoid material liability, Laborate may: (a) procure rights for your continued use of the Application Services; (b) replace or modify the allegedly infringing portion of the Application Services to avoid infringement, without reducing the Application Services overall functionality; or (c) terminate these Terms of Service.
The party receiving Confidential Information (“Receiving Party”) from the other party (“Disclosing Party”) agrees not to use or disclose it except as expressly permitted in these Terms of Service, without the Disclosing Party's written consent. The Receiving Party shall use at least the same degree of care which it uses to prevent the disclosure of its own confidential information of like importance to prevent the disclosure of the Disclosing Party's Confidential Information, but in no event less than reasonable care.
In the event of any termination or expiration of these Terms of Service, each party will either return or, at the Disclosing Party's request, destroy the Confidential Information of the other party; provided however, that the Receiving Party may retain copies of the Disclosing Party's Confidential Information for routine backup and archival purposes, subject to the confidentiality obligations set forth in these Terms of Service.
Notwithstanding the foregoing, the obligations set forth in this section shall not apply with respect to any information that: (a) prior to disclosure by the Disclosing Party, was already in the possession of the Receiving Party without violating any applicable confidentiality restrictions; (b) is already or becomes generally available to the public other than as a result of the Receiving Party’s breach of these Terms of Service; (c) was rightfully disclosed to the Receiving Party by a third party who didn’t violate any applicable restrictions; or (d) is independently developed by the Receiving Party without use of the Confidential Information of the Disclosing Party. The Receiving Party may make disclosures required by law or court order provided that, if practicable, the Receiving Party will provide adequate notice, if permissible, and assistance to the Disclosing Party for the purpose of enabling the Disclosing Party to prevent or limit the disclosure.
Laborate implements and maintains information security policies designed to protect Customer Data through technical, administrative, and physical safeguards as detailed in the addendum below.
Laborate considers the protection of Customer Data a top priority. We utilize commercially reasonable technical and organizational measures to prevent unauthorized access, alteration, or disclosure.
Services are hosted on Vercel (Frontend) and Supabase (Database), utilizing Amazon Web Services (AWS) infrastructure.
Maintained at rest (AES-256) and in transit (TLS 1.2 or higher) for all storage and transmission via public and private networks.
We rely on point-in-time recovery and backup solutions provided by Supabase to ensure availability during service disruptions.
•Routine vulnerability scanning of infrastructure and applications.
•Prompt application of security patches provided by Vercel/Supabase.
•Administrative accounts strictly configured with minimum necessary privilege.
Personnel Security: All personnel with access to Customer Data are bound by confidentiality obligations. Access is reviewed periodically and revoked immediately upon termination of service.
13.1 Notices. Our communications to you using your account email address will satisfy any requirements for legal notices. All notices, requests, and approvals under these Terms of Service to Laborate must be in writing to: daniel.huang@laborate.app. Notice will be deemed given upon delivery if transmitted by email. Laborate may also send operational notices to you by email.
13.2 Governing Law and Dispute Resolution. The laws of the State of California govern these Terms of Service and any action arising out of or relating to these Terms, without reference to conflict of law rules. The parties will adjudicate any such action in the state or federal courts of Santa Clara County and each party consents to the exclusive jurisdiction and venue of such courts. In the event a dispute arises, the parties will first attempt to resolve the dispute through good faith consultation. If the dispute is not resolved within a reasonable period, it may be submitted to mediation. If mediation is unsuccessful, the dispute shall be finally settled by binding arbitration in accordance with standard commercial arbitration rules. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief.
13.3 Force Majeure. Laborate is not liable for a delay or failure to perform its obligations under these Terms of Service due to events beyond its reasonable control, including but not limited to internet or utility failures, natural disasters, strikes, acts of war, or government-imposed restrictions (“Force Majeure”).
13.4 Independent Contractors. The parties are independent contractors, not agents, partners, or joint venturers.
13.5 Assignment. You may not assign or transfer any of your rights or obligations under these Terms of Service without the prior written consent of Laborate. Laborate may freely assign or transfer its rights and benefits under these Terms of Service (for example, in the event of a merger or acquisition) without your consent.
13.6 Entire Agreement. These Terms of Service are the parties’ entire agreement regarding its subject matter and supersede any prior or contemporaneous agreements or discussions. In these Terms, headings are for convenience only. Terms in purchase orders or quotes provided by your Institution are for administrative purposes only and will not modify these Terms.
13.7 Waivers and Severability. Waivers must be in writing to be effective. If any provision of these Terms is held invalid or unenforceable, it will be limited to the minimum extent necessary so the rest of these Terms remain in effect.
13.8 Updates. Laborate reserves the right to update these Terms of Service at any time. The updated Terms will be effective as of the “Last Updated” date at the top of this document. We will use reasonable efforts to provide notice of material updates; however, it is your responsibility to review these Terms periodically. Your continued use of the Services after an update constitutes acceptance of the new version.
13.9 Infrastructure & Sub-processors. Laborate may utilize third-party service providers (such as Vercel, Supabase, and AWS) to host and provide the infrastructure for the Application Services. Laborate remains responsible for its overall performance under these Terms of Service.
13.10 Export Compliance. You agree to comply with all applicable international trade and export laws of the U.S. and other jurisdictions. You represent and warrant that you are not located in an embargoed country and are not on any U.S. government list of prohibited parties. You will not use Laborate for any military, nuclear, or chemical/biological weapons-related end use prohibited by law.
13.11 Government Rights. The Application Services are “commercial computer software” as defined in applicable federal regulations. Use by government customers is subject solely to the terms of these Terms of Service.
"Acceptable Use Policy" or "AUP" means the policy (to be provided by Laborate) which describes rules that apply to any party using the Laborate Services.
"Account Data" means data that relates to Laborate’s relationship with you, including your name, institutional contact information, username, user ID, and password. This includes information used to authenticate users and administer accounts. Account Data does not include Customer Data.
"Application Services" means the proprietary cloud-based lab notebook and inventory management services hosted by or on behalf of Laborate.
"Laborate Intellectual Property" means Laborate’s proprietary technology, including the Application Services, the Laborate Sites, algorithms, software, user interface designs, templates, architecture, and all Intellectual Property Rights therein throughout the world.
"Laborate Policies" means the Acceptable Use Policy, Security Addendum, and any other policy provided within the Application Services.
"Laborate Services" means the Application Services and the Documentation.
"Laborate Sites" means Laborate’s websites, primarily located at laborate.app.
"Confidential Information" means any nonpublic information disclosed by one party to the other which: (a) is identified as “Confidential” or “Proprietary;” or (b) should be reasonably understood as confidential due to its nature. This includes Laborate’s technical information and your Customer Data.
"Customer Data" means any data, information, content, or code that you submit or upload to the Application Services (e.g., notebook entries, inventory lists) or that is generated as Output. It excludes Account Data, Usage Data, and Feedback.
"Customer Materials" means materials or resources you make available to Laborate for troubleshooting or support that are not stored within the primary Application Services.
"Documentation" means the current version of help files, knowledge bases, or readme files made available by Laborate.
"Feedback" means comments, suggestions, or improvement requests you provide to Laborate regarding the Services.
"High Risk Activities" means activities where use of the Services could lead to death, personal injury, or environmental damage (e.g., emergency medical response or nuclear facility management).
"Intellectual Property Rights" means all worldwide rights associated with patents, copyrights, trade secrets, trademarks, and know-how.
"Laws" means all relevant local, state, federal, and international laws and regulations, including those related to data privacy and export control.
"Output" means the reports, visualizations, calculations, and sequences generated directly from Customer Data by your use of the Laborate Services.
"Prohibited Data" means: (a) HIPAA-protected health information; (b) social security numbers or other non-public government IDs; (c) financial account numbers; (d) genetic or biometric data; or (e) data revealing racial/ethnic origin, religious beliefs, or sexual orientation.
"SLA" means a Service Level Agreement. While Laborate does not provide an SLA for the free version of the Services, a specific SLA may be included in a separate paid Service License Agreement.
"Support" means technical assistance provided on an "as available" basis as described in Section 1.6.
"Third-Party Services" means any product or platform not provided by Laborate (e.g., Vercel, Supabase, or external data visualization tools) that you use in conjunction with the Services.
"Trials and Betas" means access to the Services on a free, trial, beta, or early access basis.
"Usage Data" means system-generated logs, metadata, and diagnostics collected in connection with your use of the Services to help Laborate maintain and improve the platform.