Insights Terms of Use Policy

TERMS OF USE These terms of use of the Website (“Terms of Use”) describe the terms on which Evalueserve UK Limited, a company incorporated under the laws of England under company number 06810791, with its registered office at Lewis House, Great Chesterford Court, Great Chesterford, Essex, CB10 1PF, United Kingdom (hereinafter referred to as “Evalueserve”) offers the users of the Website (“You” or “Your” or “Yourself” or “User”) access to the Website located at https://insights.evalueserve.com/app/login (“Website”). Your use of the Website constitutes Your agreement to all the terms, conditions and restrictions contained in these Terms of Use. PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THE WEBSITE OR ACCESSING SERVICES THROUGH THE WEBSITE AS THEY CONSTITUTE A BINDING LEGAL AGREEMENT BETWEEN YOU AND EVALUESERVE. YOUR USE OF THE WEBSITE SIGNIFIES THAT YOU HAVE READ AND UNDERSTOOD THE TERMS OF USE AND THAT YOU AGREE TO BE LEGALLY BOUND BY THE SAME. IF YOU DO NOT AGREE TO ANY OF THESE TERMS, THEN YOU MUST STOP ACCESSING AND USING THIS WEBSITE AND ANY OF THE SERVICES AVAILABLE VIA THIS WEBSITE IMMEDIATELY. IN ADDITION TO THESE TERMS OF USE, BY USING THE WEBSITE YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THE PRIVACY POLICY OF THE WEBSITE AVAILABLE AT [*] (“Privacy Policy”). FURTHER, IN THE EVENT YOU PURCHASE ANY SERVICES (AS DEFINED BELOW) YOU ACKNOWLEDGE THAT YOU AGREE TO BE BOUND BY THE TERMS OF THE PROPOSAL TO BE SHARED BY EVALUESERVE (“Terms of License”). Evalueserve is an English limited liability company and is registered for VAT with VAT number 981423611. 1. General The Website is an Internet based portal owned and operated by Evalueserve. Your use of the Website and Your access to it is subject to, and is conditional upon you accepting, all of the terms and conditions contained in these Terms of Use. All rights in this Website are owned by Evalueserve and any unauthorized use, copying or modification is prohibited. 2. User Account, Password, and Security a. Evalueserve may make certain Services available to You through the Website only if You have provided Evalueserve with such User information as may be requested by Evalueserve on the Website and Evalueserve created an account for You (“Account”) which can be accessed by a user ID and password provided by Evalueserve (collectively, the “Account Information”). The Website requires You to log in as a User using the Account Information in order to make use of the Services provided by/ through the Website. You are responsible for maintaining the confidentiality of Your Account information and are fully responsible for all activities that occur under Your Account. b. You shall immediately notify Evalueserve of any unauthorized use of Your Account and/or Account Information or any other breach of security. c. By accessing the Website You agree that the Account Information shall only be used by You or the business entity. d. Evalueserve will not be liable for any loss that You may incur as a result of someone else using or accessing Your password or account, either with or without Your knowledge. e. You may be held liable for losses incurred by us or any other party as a result of someone else using or accessing Your password or account if You have not taken reasonable steps to keep Your password or account secure. f. Evalueserve reserves the right to log off or deactivate accounts that are inactive for an extended period of time, with a prior notice to You. g. Evalueserve may suspend (temporarily or indefinitely) or terminate or block access to the Website and/or Your Account at any time with a prior notice to You for any reason whatsoever. 3. Services a. The Website is a platform that facilitates the online sale and delivery of Evalueserve’s services (“Services”) which may include, without limitation, the following services: i. Subscription Services These services mainly include the Procurement Intelligence (“PI”) and the Sales Intelligence (“SI”) services. These Subscription Services shall also include any and all other dashboard services that Evalueserve may provide in the future. The PI and SI services are briefly defined below: (i.a) PI services: PI services shall mean the access and subscription to the PI dashboard which is specifically designed for procurement teams. Access to such dashboard would enable the procurement teams to set up category sourcing strategies and identify project risks. The PI Services are detailed in www.evalueserve.com/procuremine. (i.b) SI services: SI services shall mean the access and subscription to the SI dashboard which is specifically designed for sales teams. Access to such dashboard would enable the sales teams to identify and scope business opportunities via insight technology. The SI Services are detailed in www.evalueserve.com/sales-intelligence. ii. On-Demand Research Services These services include the preparation and delivery by Evalueserve of on-demand research reports containing such information as may be described in further detail on the Website. iii. Additional Services These services include any and all those new or additional services provided by Evalueserve in the future that are not set out in this section. iv. Pursuant to the provision of the afore stated Services, as a final deliverable, Evalueserve may also provide a report containing all the information as requested by You (the “Reports”) at a Fee mutually agreed between Evalueserve and You. b. Your use of the Services, and all terms relating to Your purchase of the Services via the Website, are subject to the Terms of License. If there is any conflict between these Terms of Use and the Terms of License, the Terms of License shall prevail. c. Your use of the Website and/or Services may also be subject to additional procedures for use, uploaded guidelines, rules, terms of service, disclaimers and notices, or any other additional terms and conditions as may be notified to You by Evalueserve from time to time (“Additional Terms”). If there is any conflict between these Terms of Use, the Terms of License, and any Additional Terms, the following order of precedence shall apply: (i) the Terms of License; (ii) the Additional Terms; and then (iii) these Terms of Use. 4. Your Obligations a. You agree to use the Website and Services only for purposes that are permitted by, and in accordance with: (a) these Terms of Use; (b) the Terms of License; (c) the Privacy Policy, and (d) any applicable law. b. You shall not: i. Engage in any activity that interferes with or disrupts access to the Website or the Services (or the servers and networks which are connected to the Website); ii. Attempt to gain unauthorized access to any portion or feature of the Website, any other systems or networks connected to the Website, to any Evalueserve server, or to any of the Services offered on or through the Website; iii. Disrupt or interfere with the security of, or otherwise cause harm to, the Website, systems resources, accounts, passwords, servers or networks connected to or accessible through the Websites or any affiliated or linked sites; iv. Collect or store, or attempt to collect or store data about other users of the Website or the Services without their knowledge or consent; v. Share confidential pricing information of any party; vi. Impersonate any person or entity or falsely state or otherwise misrepresent Your affiliation with a person or entity; vii. Violate any applicable laws or regulations for the time being in force; viii. Violate these Terms of Use, or any applicable Additional Terms; ix. Reverse engineer, modify, decompile, disassemble, or copy, adapt, translate, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information contained on the Website or the Services provided by Evalueserve save as expressly permitted in these Terms of Use; x. Use any robot, spider or other device to screen scrape any portion of the Website or any material or information from the Website, except as expressly authorized in writing by Evalueserve; and xi. Impersonate any person or entity, or falsely state or otherwise misrepresent Your affiliation with a person or entity. 5. Intellectual Property Rights a. All intellectual property rights in the Website design, text, graphics, the selection and arrangement of the Website and all software related thereto vests in Evalueserve unless otherwise indicated. b. Evalueserve owns (or licenses from third parties) all intellectual property rights including, without limitation, patents, rights to inventions, innovations, inventions which are not capable of protection by patent or registration, registered design and topography rights, copyright and related rights, trademarks, service marks, rights (registered or unregistered) in any designs, applications for any of the foregoing , trade or business names, domain names, rights in get-up, rights protecting goodwill and reputation, the right to sue for passing off, rights in designs, database rights and rights under licenses and consents to such things rights in the nature of unfair competition rights, rights to use, and protect the confidentiality of, confidential information; drawings and instructions, secret formulae and processes; know-how, including data specifications, and all rights or forms of protection of a similar nature to any of the foregoing or having equivalent effect anywhere in the world and all copyright, trademarks and other intellectual property rights in each case whether registered or unregistered, which subsist or which may in the future subsist in the Website and the Services (“Evalueserve IP”). You shall not acquire any right in respect of the Evalueserve IP other than as expressly stated in these Terms of Use. c. You may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of, or exploit in any way, in whole or in part, the material at the Website without our written permission. d. You may not delete or in any manner alter or remove any text, copyright, trademark, and other proprietary rights notices appearing in the Services or in any materials supplied to You in connection with the Services. You agree to abide by all access and use restrictions contained in any content made available to You through, or in connection with, the Services. e. The trademarks, trade names, designs, logos and service marks displayed on the Website (“Marks”) are the property of Evalueserve. You are not permitted to use the Marks without the prior written consent of Evalueserve. You shall not refer to or attribute any information to Evalueserve in any public medium or otherwise imply any endorsement by, or relationship with, Evalueserve. f. Except as expressly permitted in these Terms of Use or the Terms of License, You shall not copy, republish, publish, modify, post, display, translate, transmit, reproduce, distribute, create derivative works from, sell or participate in any sale of, or exploit in any way, in whole or in part, any content appearing on the Website without Evalueserve’s prior written consent. g. You acknowledge and agree that Evalueserve shall own and have the unrestricted right to use, publish, and otherwise exploit any and all information that You post or otherwise publish on the Website in postings, survey responses, and otherwise, and You hereby waive any claims against Evalueserve for any alleged or actual infringements of any rights of privacy or publicity, moral rights, or rights of attribution in connection with Evalueserve’s use and publication of such submissions. 6. Third Party Content a. The Website may provide links to third party websites over which Evalueserve has no control, and some of the content appearing on the Website, or made available to You in connection with the Services may be sourced from external sources (“Third Party Content”). The provision of Third Party Content to You is for general informational purposes only and does not amount to an endorsement or recommendation of these sites by Evalueserve. Evalueserve does not exercise any control or supervision over Third Party Content. Evalueserve is not responsible for the content or accuracy of or for the opinions expressed in these third party websites and these websites are not investigated, monitored or checked for accuracy or completeness by Evalueserve. b. Evalueserve accepts no liability in relation to those sites and should You choose to access third party sites You do so at Your own risk. c. You acknowledge that the Third Party Content provided to You is obtained from sources in relation to which Evalueserve has no control. Evalueserve does not provide any warranties to You with respect to any the Third Party Content and, subject to section 8, Evalueserve shall not be liable for any loss suffered by You in connection with Your reliance on or use of such Third Party Content. 7. Termination a. Evalueserve may, in its sole discretion and without prior notice, terminate Your access to the Website and block Your future access to the Website if: i. Evalueserve determines that You are in breach of any of the terms set out in these Terms of Use, the Terms of License, Privacy Policy or in any Additional Terms (or have acted in a manner that shows that You do not intend to, or are unable to, comply with the same); ii. If Evalueserve is unable to verify or authenticate any information You provide; or iii. If Evalueserve determines that Your actions may cause legal liability for You, other users or Evalueserve; (hereinafter the “Breach”). b. You acknowledge that on termination of Your Account for any reason Evalueserve may: (i) remove or limit Your access to the Services; and (ii) delete Your Account and Account Information, including Your personal information, log-in ID and password, and all related information, files and materials associated with or inside Your Account (or any part thereof). c. Subject to section 8 below, Evalueserve shall not be liable to You or any third party for any termination of Your Account, Your access to the Website and Services, or the deletion of any of Your Account Information or any other data or information relating to Your Account including, without limitation, pursuant to section 7.b above. d. Notwithstanding the foregoing, these Terms of Use including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability will survive indefinitely unless and until Evalueserve chooses to terminate them either by giving You notice in writing, or by amending these Terms of Use in accordance with section 10 below. 8. Disclaimer of Warranties & Limitation of Liability a. NOTHING IN THESE TERMS OF USE EXCLUDES OR LIMITS EVALUESERVE’S LIABILITY FOR DEATH OR PERSONAL INJURY ARISING FROM ITS NEGLIGENCE, OR FOR FRAUD OR FRAUDULENT MISREPRESENTATION, OR ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY LAW. b. THE WEBSITE, SERVICES AND OTHER MATERIALS ARE PROVIDED BY EVALUESERVE WITH REASONABLE SKILL AND CARE BUT ON AN “AS IS” AND “AS AVAILABLE” BASIS. ALL WARRANTIES WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES AS TO NON-INFRINGEMENT, CORRESPONDENCE WITH DESCRIPTION, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. c. UNDER NO CIRCUMSTANCES SHALL EVALUESERVE BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING DIRECTLY OR INDIRECTLY FROM ACTS OF NATURE, FORCES, OR CAUSES BEYOND OUR REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, INTERNET FAILURES, COMPUTER EQUIPMENT FAILURES, TELECOMMUNICATION EQUIPMENT FAILURES, OTHER EQUIPMENT FAILURES, ELECTRICAL POWER FAILURES, STRIKES, LABOUR DISPUTES, RIOTS, INSURRECTIONS, CIVIL DISTURBANCES, SHORTAGES OF LABOUR OR MATERIALS, FIRES, FLOODS, STORMS, EXPLOSIONS, ACTS OF GOD, WAR, GOVERNMENTAL ACTIONS, ORDERS OF DOMESTIC OR FOREIGN COURTS OR TRIBUNALS, NON-PERFORMANCE OF THIRD PARTIES. d. WITHOUT LIMITING THE GENERALITY OF SECTION 8.b. ABOVE, EVALUESERVE MAKES NO WARRANTY THAT (I) THE WEBSITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS OR THAT YOUR USE OF THE WEBSITE OR THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (II) THE QUALITY OF THE WEBSITE OR SERVICES WILL MEET YOUR EXPECTATIONS; OR (III) THAT ANY OF THE SERVICES WILL BE DELIVERED WITHIN A PARTICULAR TIMESCALE. ANY DELIVERY DATES OR TIMES QUOTED ON THE WEBSITE ARE ESTIMATES ONLY. e. SUBJECT TO SECTION 8.a. ABOVE, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, EVALUESERVE SHALL NOT BE LIABLE FOR: i. ANY LOSS THAT YOU MAY INCUR AS A CONSEQUENCE OF UNAUTHORIZED USE OF YOUR ACCOUNT OR ACCOUNT INFORMATION; ii. ANY INTERRUPTION OR NON-AVAILABILITY OF THE WEBSITE DURING PERIODIC MAINTENANCE OR FOR ANY OTHER REASON; iii. ANY INACCURACY, ERROR, OMISSION, INTERRUPTION, TIMELINESS, COMPLETENESS, DELETION, DEFECT, FAILURE OF PERFORMANCE, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, ALTERATION OF, OR ANY USE OF CONTENT HEREIN, REGARDLESS OF CAUSE, FOR ANY DAMAGES RESULTING THEREFROM; OR iv. ANY LOSS OF PROFITS, SALES, BUSINESS, OR REVENUE; BUSINESS INTERRUPTION; LOSS OF ANTICIPATED SAVINGS; LOSS OF BUSINESS OPPORTUNITY, GOODWILL OR REPUTATION; OR ANY INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE HOWSOEVER ARISING. f. SUBJECT TO SECTION 8.a. ABOVE, EVALUESERVE’S MAXIMUM AGGREGATE LIABILITY TO YOU, WHETHER UNDER THESE TERMS OF USE, YOUR USE OF THE WEBSITE OR THE SERVICES, OR OTHERWISE HOWSOEVER ARISING, SHALL BE LIMITED TO THE PRICE PAID BY YOU TO EVALUESERVE IN CONNECTION WITH THE SERVICES IN THE SIX MONTH PERIOD PRIOR TO THE DATE ON WHICH THE ACT OR OMISSION GIVING RISE TO THE LIABILITY OCCURRED. g. Each of the parties acknowledges that the exclusions and limitations on Evalueserve’s liability set out in this section 8 above are distinct and separate provisions. If any provision or part-provision of this section 89 is or becomes invalid, illegal or unenforceable, the provisions of section 12.c. shall apply. 9. Indemnity You agree to indemnify, defend (at the request of Evalueserve) and hold harmless Evalueserve, its investors, subsidiaries, affiliates, co-branders, contractors, employees, servants, contributors, third party advertisers, technology providers, service providers or other partners, and each of their respective officers, directors, agents, shareholders, employees and representatives, from and against any and all losses, liabilities, claims, damages, demands, costs and expenses (including attorney’s fees and disbursements in connection therewith and interest chargeable thereon) asserted against or incurred by Evalueserve that arise out of, result from, or may be payable by virtue of: (i) Your use of the Website or any part thereof; (ii) Any Breach (as defined above); (iii) The violation of these Terms of Use or Terms of License or the Privacy Policy; (iv) The infringement or misappropriation by You, or a third party using your computer, of any account or password to access and/or use the Website; or (v)The infringement by You of any intellectual property rights or any other rights of any third party. 10. Amendment of these Terms of Use Evalueserve reserves the right at its absolute sole discretion, to change, modify, add to or delete provisions contained in these Terms of Use at any time by publishing any amended or updated version of the Terms of Use on the Website. It is Your responsibility to regularly review the Terms of Use for changes. You should regularly visit the webpage at https://insights.evalueserve.com/app/login to view the most current version of the Terms of Use. By continuing to use the Website you agree to these changes. 11. Privacy Policy Your privacy is important to us. Please read our Privacy Policy at [*] to see how we collect, use and protect Your personal information. You understand that through Your use of the Website you consent to the collection and use of Your information as set forth in the Privacy Policy. 12. General Provisions a. Notices All notices of Evalueserve will be served by email or by general notification on the Website. Any notice provided to Evalueserve pursuant to the Terms of Use should be sent to Evalueserve customer support, the contact details for which are available at [*] along with a copy to evslegal@evalueserve.com Attn: Legal Team. b. Assignment You cannot assign or otherwise transfer the Terms of Use, or any rights granted hereunder to any third party. c. Severability If, for any reason, a court of competent jurisdiction finds any provision of the Terms of Use, or portion thereof, to be void, invalid or unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties as reflected by that provision, and the remainder of the Terms of Use shall continue in full force and effect. d. Waiver Any amendment to or waiver of these Terms of Use by you must be in writing and signed by authorized representatives of Evalueserve. Any failure by Evalueserve to enforce or exercise any provision of the Terms of Use, or any related right, shall not constitute a waiver by Evalueserve of that provision or 13. Availability of Service a. Evalueserve may at our sole discretion and at any time discontinue temporarily or permanently the Website or any part thereof with notice to You. The Website may be temporarily unavailable from time to time for maintenance or other reasons. Evalueserve accepts no responsibility for any error, omission, interruption, deletion, defect, delay in transmission, communication line failure, theft or destruction or unauthorized access to, or alteration of user communications. b. Where possible, Evalueserve will use reasonable efforts to give user’s fair notice of technical difficulties or termination or suspension of access to the Website. However, You agree that we shall not be liable to You or any third party for any inability to access the Website, termination or suspension of access to the Website or modification of the service provided. 14. Governing Law a. These Terms of Use and all transactions entered into on or through the Website and the relationship between You and Evalueserve shall be governed in accordance with the laws of England and Wales. b. You agree that all disputes arising under or in connection with or in relation hereto the Website, the Terms of Use or any transactions entered into on or through the Website or the relationship between You and Evalueserve shall be subject to the exclusive jurisdiction of the courts of England and Wales.