Notice to users: Carefully read the following Terms and Conditions. Use of this database constitutes your acceptance of these Terms and Conditions and agreement to abide by them.
These terms and conditions are incorporated into the agreement ("the Agreement") between Incisive Financial Publishing ("IFP") and the Client named on the order form ("the Client") for the supply of the service described on the order form ("the Service") and to gain access to the data, material, news and other modules or services which make up the Service ("the Material").
The Client will comply with any instructions relating to the security of the Service issued by IFP. A specially designated username and password will be allocated by IFP to the Client for the sole use of the Client to enable the Client to use the Service and gain access to the Material. IFP may alter the password from time to time in accordance with its standard security procedures and shall inform the Client accordingly.
The Client shall notify IFP promptly if it becomes aware or suspects that any unauthorised person has obtained the password. IFP will forthwith alter the password and inform the Client accordingly. Where the Client notifies IFP by telephone, such notification shall be confirmed in writing by the Client within 48 (forty eight) hours.
IFP grants to the Client a non-exclusive License to use the Service and to access and use the Material subject to and in accordance with these terms and conditions.
The Client hereby acknowledges that the copyright, database rights and all other intellectual property rights comprised in or relating to the Material they contain and all compilations thereof and in documentation supplied by IFP pursuant to the Service are and shall remain the sole property of IFP. Save as expressly permitted hereunder, no part may be reproduced in any form or by any means and may not be used to prepare or compile other directories or mailing lists, without the written permission of IFP.
In this clause â€śdistributeâ€ť or â€śdistributionâ€ť includes both within the Clientâ€™s organisation and externally. Where permitted to do so by the License level the Client may always distribute an insubstantial amount of Material provided that:
The distribution is incidental to or supports some other service or business purpose;
The Material is not distributed by the Client in connection with information vending or commercial publishing (in electronic or hard copy) nor for reproduction through the press or mass media nor for publication on the internet; and
The Client, where practicable, clearly identifies â€śIncisive Media, Investor Sourceâ€ť as the source of the distributed Material
Material will be considered to be an insubstantial amount if that amount (a) has no independent commercial value; (b) is not regularly or systematically updated; (c) is not separately marketed by IFP or an IFP affiliate; and (d) that small amount of Material are not used which, were they used together, would constitute a substantial amount.
IFP reserves the right from time to time to make alterations to the Service or any part or parts thereof or to withdraw any part of parts thereof and to make alterations in the times of the availability of the Service and the rules of operation relating thereto and in particular:
to make changes in the normal service hours and in Client identification procedures provided that IFP shall not make changes in the normal service hours except in the case of emergency without giving at least 30 (thirty) days' notice to the Client;
to add, amend, delete or otherwise vary all or any of the information contained in the Material;
to withdraw the Service from any particular network through which it is from time to time available or to make the Service available through any additional or alternative network.
If through the fault of IFP the Service is suspended or interrupted or is otherwise temporarily unavailable or a fault occurs in the Service which prevents the Client from effectively being able to gain access to the Material during normal service hours, IFP will take all necessary steps to rectify the fault as soon as reasonably practicable but shall not be liable for any loss or damage whatsoever suffered by the Client as a result. All conditions, warranties or representation express or implied as to the operation or supply of the Service are hereby expressly excluded.
IFP warrants: that the computer software and the information contained in the Service do not infringe the intellectual property rights of any third party.
IFP makes no other express warranty or representation regarding the Services or the information it contains and excludes any implied warranties including but not limited to any implied warranty that the information contained in the Material is accurate or up to date or that it is suitable for any particular purpose.
The Client will pay the fee payable ("the License Fee") to IFP as set out in the order form or otherwise communicated to the Client by IFP in the manner provided in the order form together with value added tax where applicable.
Client will pay the License Fee in accordance with any provisions set out in the Agreement within 30 days of receiving an invoice from IFP. All amounts will be due within thirty (30) days of receipt of an invoice. Where the License Fee is payable in advance, IFP may invoice for those charges thirty (30) days prior to the due date of payment.
The License Fee for the Service will accrue from the date upon which the Service is first made available to the Client or if different the date stated in the Agreement.
Interest will be charged on sums overdue both before and after judgement at the rate of 2% over the Bank of England base rate applicable at the relevant time calculated on a daily basis from the date payment was due until the date payment is received and interest will be compounded monthly.
At the request of the Client IFP will invoice a third party nominated by the Client and approved in advance by IFP for the License Fee payable under the Agreement. If the nominated third party fails to pay those charges IFP will notify the Client and the Client will pay the License Fee within ten (10) working days of being notified.
IFP limits its total liability to the Client for any direct loss arising out of the Client's use of the Service or otherwise other than liability to the Client for death or personal injury caused by the negligence of IFP, its employees or agents, to an amount equal to the aggregate amount paid by the Client to IFP for the use of the Service.
IFP will not be liable to the Client for any indirect or consequential loss or damage including without limitation economic loss arising out of the Client's use of the Service or otherwise arising out of the Agreement whether or not the possibility of such loss or damage was notified to IFP or was within its contemplation.
While the employees, servants and agents of IFP may be authorised to assist the Client by means of a help-desk facility, any assistance given by such employee, servant or agent shall be solely at the Client's risk and IFP will not be liable for any loss or damage suffered by the Client arising therefrom.
The Client shall indemnify IFP against any liabilities, losses, damages, costs or expenses whatsoever caused incurred by IFP directly or indirectly as a result of any claim or course of action made or instituted against IFP by any third party arising from unauthorised use of the Service.
The Service may contain links to external sites. IFP is not responsible for and has no control over the content of such sites. IFP disclaims all responsibility and liability (including negligence) in relation to information on its sites or accessible via Hypertext links.
The Client shall not use the Service otherwise than for the purpose of its normal business activities and shall not permit any person, firm or corporation other than its authorised employees to use or have access to the Service or any parts thereof.
It shall be the responsibility of the Client to ensure that its terminals and other associated equipment are compatible with IFP's network and the Client shall pay all charges for the connection of its terminals to and its use of the network and shall observe all conditions relating to such use.
Without prejudice to any other right or remedy which may be available to it IFP may terminate the Agreement immediately if:
the Client fails to make any payment to IFP within 14 (fourteen) days of the due date or is otherwise in breach of the Agreement and fails to remedy such breach within 14 (fourteen) days after written notice from IFP specifying the breach and requiring it to be remedied; or
the Client at any time becomes insolvent or bankrupt or enters into any arrangements with or for the benefit of its creditors or be wound up compulsorily or voluntarily (otherwise than for the purpose of a bona fide reconstruction or amalgamation without insolvency) or has a receiver appointed of all or any part of its undertaking or assets ceases or threatens to cease to carry on business.
Upon termination IFP will cease to make the Service available to the Client, all indebtedness of the Client to IFP shall become immediately due and the Client will forthwith return to IFP all documentation and Material other than an insubstantial amount of data relating to the Service.
IFP shall additionally be entitled to suspend supply of the Service to the Client if the Client is in breach of the Agreement and may impose a reasonable charge to the Client for restoring the Service.
If IFP in breach of the Agreement and fails to remedy such breach within 14 (fourteen) days after written notice from the Client specifying the breach and requiring it to be remedied the Client may terminate the Agreement immediately.
The Client may not assign, transfer, mortgage, charge or part with any of its rights, duties or obligations under the Agreement without the prior written consent of IFP.
The order form and these terms and conditions override or supersede any terms of conditions emanating from the Client and all or any prior promises, representations, understandings, agreements or arrangements oral or written, express or implied, between the parties at any time relating to the supply of the Service and no alteration or amendment shall be effective unless made in writing and signed by a truly authorised signatory of the Client and IFP.
Failure by IFP to exercise or enforce any rights, or the giving of any forbearance, delay or indulgence, shall not be construed as a waiver of its rights under the Agreement or otherwise.
Agreement shall be governed by and construed in accordance with the laws of England and the parties submit to the exclusive jurisdiction of the English courts.