Neptune Monthly Exposure Briefs — Terms & Conditions

1. Definitions and Interpretation

1.1 Definitions

1.2 Interpretation

• References to Sections are to sections of these Terms.
• Headings are for convenience only and do not affect interpretation.
• Words in the singular include the plural and vice versa.
• "Includes" or "including" means "includes without limitation."
• References to "writing" or "written" include email.

2. Service Description and Scope

2.1 What Neptune Monthly Exposure Briefs Provides

Neptune Monthly Exposure Briefs is a prevention-focused operational readiness review service providing:

• Monthly Documentary Review: Review of operational documents, compliance records, and materials submitted by Customer to assess vessel operational readiness.
• Exposure Identification: Using the Bow-Tie Methodology, SerenkAI Maritime identifies potential compliance exposures, operational gaps, and areas requiring attention.
• Prioritized Action Recommendations: Each Operational Exposure Brief includes prioritized recommendations for corrective actions, presented in order of operational significance.
• Expert Maritime Perspective: Reviews are conducted by maritime professionals with extensive yacht management and regulatory compliance experience.

2.2 What Neptune Monthly Exposure Briefs Does NOT Provide

• Real-Time Monitoring or Surveillance: SerenkAI Maritime has no duty to monitor the Vessel between Monthly Reviews, track implementation of recommendations, or maintain ongoing surveillance of vessel operations.
• Emergency Response or Incident Management: The Service does not include emergency response, crisis management, casualty response, or incident coordination services of any kind.
• Operational Decision-Making Authority: SerenkAI Maritime does not make operational decisions on behalf of Customer or the Vessel. All operational decisions remain solely with the Captain and vessel management.
• Statutory Compliance Representation: SerenkAI Maritime does not act as DPA under the ISM Code, does not provide statutory compliance services, and does not represent the Vessel before flag states, class societies, port state control, or other regulatory authorities.
• Duty to Intervene or Escalate: SerenkAI Maritime has no duty to intervene in vessel operations, escalate concerns to owners or management, contact regulatory authorities, or take any action beyond delivering the Monthly Review.
• Legal, Regulatory, or Professional Advice: Operational Exposure Briefs are expert advisory guidance to support the Captain's independent decision-making. Final operational and compliance decisions remain the sole responsibility of the Captain and vessel management.
• Limitations of Remote Documentary Review: The Service is delivered remotely based on documents provided by Customer. SerenkAI Maritime has no physical access to the Vessel and no ability to verify current operational status beyond what is reflected in submitted documentation. Each Monthly Review is an independent assessment and does not constitute ongoing monitoring.

2.3 No High-Risk Activities

Customer may not use the Service as a substitute for real-time operational decision-making, emergency response, or immediate professional guidance. This includes real-time operational decisions requiring immediate action, emergency situations, time-critical safety decisions, situations where delayed response could result in death or injury, and regulatory inspections or PSC boardings. SerenkAI Maritime has no liability for any use of the Service in violation of this Section 2.3.

2.4 Separation of Services

Neptune Monthly Exposure Briefs is a standalone service, entirely separate and distinct from any other services that SerenkAI Maritime Services Limited may offer. Additional SerenkAI Maritime services — including Expert Consultation, Expert Coordination, On-Site Readiness Assessments, and Post-Incident Advisory — may be engaged separately subject to their own terms, scope, and pricing.

2.5 Captain's Sole Responsibility and Independent Judgment

The Captain retains 100% authority and responsibility for all aspects of vessel operations, including safety management, regulatory compliance, crew welfare, navigation, maintenance, operational decisions, implementation of recommendations, and emergency response.

Operational Exposure Briefs are advisory input only, not binding instructions. Customer must exercise independent professional judgment on all operational matters and must not rely solely on SerenkAI Maritime's assessments for critical safety or compliance decisions.

3. Account Registration and Use License

3.1 Registration: To access the Service, Customer must complete registration and provide accurate, current, and complete Account Information. By completing the subscription registration and checking the acceptance box, Customer confirms agreement to these Terms.

3.2 Use License: Subject to compliance with these Terms and payment of applicable Fees, SerenkAI Maritime grants Customer a non-exclusive, non-transferable, revocable license to access and use the Service during the Subscription Term solely for Customer's internal business purposes in connection with the Vessel specified in Customer's subscription.

3.3 Account Security: Customer is responsible for maintaining the confidentiality of login credentials and must immediately notify SerenkAI Maritime of any unauthorized use of Customer's account.

3.4 Eligibility: Customer represents and warrants that Customer has the legal capacity and authority to enter into these Terms and is not subject to UK, EU, or US sanctions.

4. Subscription Fees and Payment

4.1 Subscription Fees: The monthly Fee is £399 per vessel per month, payable in advance. The Subscription Term commences on the Subscription Start Date.

4.2 Payment Processing: Fees are payable by direct debit, credit card, or other payment method accepted by SerenkAI Maritime and processed through SerenkAI's designated payment processor.

4.3 Automatic Renewal: Unless cancelled in accordance with Section 12.2, the subscription automatically renews for successive one-month periods. Customer authorizes SerenkAI Maritime to charge the applicable Fees to Customer's payment method on each monthly renewal date.

4.4 Fee Adjustments: SerenkAI Maritime may adjust Fees from time to time. Any Fee adjustment requires 60 days' written notice and takes effect at the start of the next monthly billing period following notice. Customer may terminate without penalty if Customer does not accept the adjusted Fees.

4.5 Taxes: Customer is responsible for all applicable taxes, including VAT and sales tax. Where applicable, VAT treatment will be determined in accordance with UK VAT place-of-supply rules. Business customers providing a valid VAT registration number may be subject to reverse charge treatment.

4.6 Late Payment: If payment is not received within 7 days of the due date, SerenkAI Maritime may suspend access to the Service. If payment is not received within 14 days, SerenkAI Maritime may terminate Customer's subscription. Customer remains responsible for all Fees during any suspension period.

4.7 No Refunds: Except as expressly provided in these Terms or required by applicable law, all Fees paid are non-refundable.

5. Service Levels and Deliverables

5.1 Service Level Commitment: SerenkAI Maritime will endeavour to deliver each Operational Exposure Brief within 10 Business Days of receipt of complete documentation.

5.2 Complete Documentation: "Complete documentation" means all documents, records, and information reasonably required by SerenkAI Maritime to conduct the Monthly Review.

5.3 Documentation Submission: SerenkAI Maritime and Customer will agree upon a regular submission schedule. Documentation must be submitted in readable digital format via the method specified by SerenkAI Maritime.

5.4 Incomplete Submissions: If Customer's submission is incomplete, SerenkAI Maritime will notify Customer. The 10 Business Day commitment commences upon receipt of complete documentation.

5.5 Delivery Method: Operational Exposure Briefs will be delivered via email in PDF format to the email address(es) designated by Customer in the Account Information.

5.6 Service Limitations: The Service provides advisory guidance based on periodic documentary evidence review. It does not guarantee regulatory compliance, audit outcomes, or prevention of all operational incidents. Ultimate responsibility for operational readiness and vessel operations remains with Customer.

6. Customer Obligations

6.1 Accuracy of Information: Customer represents and warrants that all Customer Content and Account Information is accurate, current, complete, and not misleading.

6.2 Vessel Operational Responsibility: Customer retains sole and complete responsibility for vessel safety, crew welfare, and regulatory compliance. The Service is advisory only.

6.3 Compliance with Laws: Customer must use the Service in compliance with all applicable laws, regulations, and industry standards applicable to the Vessel.

6.4 Prohibited Uses: Customer must not use the Service for High-Risk Activities; misrepresent SerenkAI Maritime as a DPA or statutory compliance provider; share login credentials; reverse engineer SerenkAI proprietary systems or methodologies; use the Service to develop competing services; upload malicious code; or violate any third party's intellectual property or privacy rights.

6.5 Cooperation: Customer will cooperate reasonably with SerenkAI Maritime to enable delivery of the Service, including responding to requests for clarification in a timely manner.

7. Data Protection and Privacy

7.1 Privacy Notice: SerenkAI Maritime's collection, use, and processing of personal data is governed by the Privacy Notice at serenkai-maritime.com/privacy.

7.2 Customer Content: Customer represents and warrants that Customer has the right to provide all documentation and information submitted to SerenkAI Maritime.

7.3 Data Location: Data may be processed and stored in the United Kingdom and other jurisdictions where SerenkAI Maritime or its service providers maintain facilities.

7.4 Data Security: SerenkAI Maritime implements appropriate technical and organisational measures to protect Customer Content from unauthorised access, loss, alteration, or disclosure.

7.5 Third-Party Service Providers: SerenkAI Maritime uses AI platforms (Anthropic Claude, OpenAI, xAI & Google Gemini), cloud storage providers, payment processors, and communication platforms to deliver the Service. A current list of service providers is available upon request.

7.6 Data Retention: Upon termination, Customer Content will be retained for 90 days to permit data export, after which it will be securely deleted. Customer may request earlier deletion by written notice.

8. Confidentiality and Intellectual Property

8.1 Confidentiality Obligations

Each party agrees to maintain the confidentiality of the other's Confidential Information, use it only for the purposes of performing or receiving the Service, and not disclose it to third parties except to employees, contractors, or advisors bound by equivalent confidentiality obligations.

Confidential Information does not include information that is publicly available through no breach of these Terms, was rightfully known prior to disclosure, is rightfully received from a third party without restriction, or is independently developed without use of the disclosing party's Confidential Information.

8.2 Intellectual Property Ownership

Customer retains all right, title, and interest in Customer Content. Customer grants SerenkAI Maritime a non-exclusive, worldwide, royalty-free license to use, copy, store, and process Customer Content solely to provide the Service.

SerenkAI Maritime retains all right, title, and interest in and to the Service, the Bow-Tie Methodology, all proprietary templates, exposure libraries, best practices databases, prevention methodologies, risk assessment frameworks, Operational Exposure Briefs as works of authorship, and all trade marks, trade names, service marks, logos, and branding associated with SerenkAI Maritime.

SerenkAI Maritime grants Customer a non-exclusive, non-transferable license to use Operational Exposure Briefs solely for Customer's internal vessel operational and compliance purposes. Customer may not reproduce, distribute, or share Briefs with third parties except as necessary for legitimate vessel operations (e.g., sharing with flag state during audit, providing to insurers, or submitting to class societies).

8.3 Service Improvement

SerenkAI Maritime may analyse de-identified, anonymised data derived from Customer Content to improve the Service, develop exposure identification methodologies, and build industry benchmark data. Identifiable Customer Content will never be shared with other customers or disclosed publicly. Customer may opt out by written notice to operations@serenkai-maritime.com.

9. Service Warranty and Disclaimers

9.1 Service Warranty: SerenkAI Maritime warrants that it will provide the Service with reasonable skill and care substantially in accordance with the Documentation during the Subscription Term.

9.2 Warranty Remedy: If the Service does not conform to the warranty in Section 9.1, Customer must notify SerenkAI Maritime in writing within 10 Business Days of discovering the non-conformance. SerenkAI Maritime's sole obligation is to re-perform the deficient Service. If unable to do so within a reasonable time, Customer may terminate the subscription and receive a pro-rata refund of prepaid Fees.

9.3 Disclaimer of Warranties: Except as expressly set out in Section 9.1, and to the maximum extent permitted by applicable law, SerenkAI Maritime makes no warranties, express or implied, including implied warranties of merchantability or fitness for a particular purpose; warranties that the Service will be uninterrupted or error-free; warranties that the Service will identify all operational exposures; or warranties that implementation of recommendations will prevent incidents or ensure regulatory compliance. The Service is provided on an "as is" and "as available" basis.

10. Limitation of Liability

10.1 Liability Cap: Subject to Section 10.3, SerenkAI Maritime's total aggregate liability to Customer shall not exceed the total Fees paid by Customer during the 12 months immediately preceding the event giving rise to the liability.

10.2 Exclusion of Consequential Damages: Subject to Section 10.3, SerenkAI Maritime shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages; loss of profits, revenue, business, or anticipated savings; loss of or damage to goodwill or reputation; loss of or corruption to data; business interruption; regulatory fines, penalties, or sanctions; or third-party claims arising from vessel operations.

10.3 Exceptions: Nothing in these Terms excludes or limits either party's liability to the extent such liability cannot be excluded or limited under applicable English law.

10.4 Time Limitation: Any claim arising under these Terms must be brought within 12 months from the date the claim arose, or shall be forever barred.

11. Indemnification

Customer agrees to indemnify, defend, and hold harmless SerenkAI Maritime Services Limited, its directors, officers, employees, contractors, and agents from and against any and all claims, liabilities, losses, damages, costs, and expenses (including reasonable legal fees) arising out of or related to: Customer's use of the Service in breach of these Terms; Customer Content; Vessel operations, including any incident, casualty, injury, environmental damage, regulatory action, fine, penalty, or third-party claim; Customer's failure to comply with applicable laws or regulations; Customer's misrepresentation of the nature or scope of the Service; or any third-party claim arising from Customer's use of the Service or implementation (or non-implementation) of recommendations.

12. Term, Termination, and Suspension

12.1 Subscription Term: The subscription commences on the Subscription Start Date and continues on a monthly recurring basis until terminated in accordance with this Section 12.

12.2 Termination by Customer: Customer may terminate at any time by providing at least 30 days' written notice. Termination is effective at the end of the then-current monthly billing period. Customer remains responsible for all Fees due through the effective date of termination.

12.3 Termination by SerenkAI Maritime: SerenkAI Maritime may terminate by providing at least 30 days' written notice and will refund a pro-rata portion of any prepaid Fees for the period following termination.

12.4 Termination for Cause: SerenkAI Maritime may terminate or suspend immediately upon written notice if Customer: breaches any material term and fails to cure within 14 days; fails to pay Fees when due; becomes insolvent or enters bankruptcy; or uses the Service for High-Risk Activities. No refund of Fees is due in the event of termination for cause.

12.5 Suspension for Non-Payment: SerenkAI Maritime may suspend access after 7 days' notice of non-payment. Customer may reactivate by paying all outstanding Fees in full.

12.6 Effect of Termination: Upon termination, Customer's right to access the Service immediately ceases. Customer Content will be available for download for 90 days, after which it will be securely deleted.

13. Force Majeure

13.1 Neither party shall be liable for any failure or delay in performing its obligations (other than payment obligations) to the extent caused by events beyond that party's reasonable control, including acts of God, natural disasters, epidemics, pandemics, war, terrorism, government actions, strikes, internet or telecommunications failures, cyber-attacks, or failures of electricity or critical infrastructure.

13.2 The affected party shall promptly notify the other party and use commercially reasonable efforts to mitigate the impact and resume performance as soon as practicable.

13.3 If a Force Majeure event prevents SerenkAI Maritime from providing the Service for more than 30 consecutive days, either party may terminate upon written notice, and SerenkAI Maritime will refund a pro-rata portion of prepaid Fees for the period following termination.

14. Dispute Resolution

14.1 Informal Resolution: Before commencing any legal proceedings, the parties agree to attempt resolution through good faith negotiation within 14 days of written notice describing the dispute.

14.2 Contact for Disputes: Dispute notices to SerenkAI Maritime should be directed to operations@serenkai-maritime.com.

14.3 Governing Law: These Terms and any dispute or claim arising out of or in connection with them shall be governed by and construed in accordance with the law of England and Wales.

14.4 Jurisdiction: The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms.

15. General Provisions

15.1 Entire Agreement: These Terms, together with the Documentation and Privacy Notice, constitute the entire agreement between the parties regarding the Service and supersede all prior agreements, representations, warranties, and understandings.

15.2 Amendment: SerenkAI Maritime may modify these Terms by posting a revised version at serenkai-maritime.com/terms or by providing notice to Customer. SerenkAI Maritime will endeavour to provide at least 30 days' notice of material changes. Continued use of the Service after the effective date of any modification constitutes acceptance of the modified Terms.

15.3 Notices: Notices to Customer will be sent to the email address in Customer's Account Information. Notices to SerenkAI Maritime must be sent to operations@serenkai-maritime.com or to the registered office address.

15.4 Assignment: Customer may not assign any rights or obligations under these Terms without SerenkAI Maritime's prior written consent. SerenkAI Maritime may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.

15.5 No Third-Party Beneficiaries: These Terms are for the sole benefit of the parties and do not confer any rights or remedies upon any other person or entity.

15.6 Waiver: No failure or delay in exercising any right under these Terms shall constitute a waiver of that right.

15.7 Severability: If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

15.8 Governing Language: These Terms are drafted in English, which shall control in all respects.