This Agreement is made between Tickdatamarket and you :
LicenseAs used in this Agreement, "Database" means certain raw historical market information selected by Customer and delivered by Tickdatamarket pursuant to Customer's order. Tickdatamarket hereby grants to Customer, and Customer accepts, a non-exclusive, non-transferable license to use the Database only in accordance with this Agreement. The Database may be used only on a single computer owned, leased or otherwise controlled by Customer; or in the event of the inoperability of that computer, on a backup computer selected by Customer. Neither concurrent use on two or more computers nor use in a local area network or other network is authorized without the advance written consent of Tickdatamarket and the payment of additional license fees. Customer agrees that Customer will not assign, sublicense, transfer, pledge, lease, rent or share Customer's rights under this Agreement, nor permit any third party to access all or any portion of the Database. Upon loading the Database into Customer's computer, Customer may make one copy of the Database for the purpose of backup in the event that the Database on Customer's computer is damaged or lost. Customer may use limited and minor printed extracts of screen displays of minor portions of the Database in Customer's business, if all proprietary notices including copyrights are properly included. Except as authorized under this paragraph, no copies of the Database or any portions thereof may be made by Customer or any person accessing such items by or through Customer's acts or omissions. Customer acknowledges and agrees that the Database consists of proprietary, unpublished products owned by or licensed to Tickdatamarket, protected under French copyright law and trade secret laws of general applicability. Customer further acknowledges and agrees that all right, title and interest (including all intellectual property rights) in and to the Database are and shall remain with Tickdatamarket or its licensors as applicable. This Agreement does not convey to Customer an interest in or to the Database, but only a limited right of use revocable in accordance with the terms of this Agreement. As consideration for this license, Customer agrees to pay the applicable license fee.
Warranties, Disclaimers and Limits of Liability
- Limited Warranty. TICKDATAMARKET warrants the Database contains the historical market information for the financial instruments and time periods selected by Customer in its order and which TICKDATAMARKET had in its possession at the time of shipment. Customer acknowledges that: - it is not possible to produce a Database which is free of error or defect; TICKDATAMARKET is not the originator of the historical data contained in the Database (the originators of the historical data are hereafter referred to as "Market Data Originators" ), and it is not possible to identify or remedy every error prior to delivery. Customer will notify Tickdatamarket by certified mail, return receipt requested, of any claim of defect within 15 days after receipt of the Database. If the Database is found to be defective by TICKDATAMARKET, TICKDATAMARKET's sole obligation under this warranty is to replace the defective Database or refund the fees paid at TICKDATAMARKET's option, provided Customer notifies TICKDATAMARKET of the defect within 15 days after Customer's receipt of the Database. Any modifications made to the Database after Customer's receipt shall immediately terminate the warranty.
- DISCLAIMER. THE RIGHT TO USE THE DATABASE IS GRANTED "AS IS" AND "WITH ALL FAULTS". EXCEPT FOR TICKDATAMARKET'S EXPRESS WARRANTY STATED ABOVE, NEITHER TICKDATAMARKET NOR ANY MARKET DATA ORIGINATOR MAKES ANY REPRESENTATIONS, GUARANTIES OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE DATABASE IS VIRUS-FREE. CUSTOMER ACKNOWLEDGES IT HAS NOT RELIED UPON ANY REPRESENTATION, GUARANTY OR WARRANTY MADE BY TICKDATAMARKET EXCEPT AS EXPRESSLY STATED HEREIN. THE EXPRESS WARRANTY STATED ABOVE IS IN LIEU OF ALL LIABILITIES OR OBLIGATIONS OF TICKDATAMARKET FOR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE DATABASE.
- In connection with the use of the licensed data, TICKDATAMARKET does not advise customers on how to trade any market, nor does TICKDATAMARKET assume responsibility for customer use of the data provided with any product. TICKDATAMARKET makes no warranties, either expressed or implied, by operation of law or otherwise, with respect to the quality, performance, merchantability or fitness for any particular purpose of any TICKDATAMARKET or non-TICKDATAMARKET product that may process data captured from the TICKDATAMARKET database. In addition, TICKDATAMARKET, its licensors, affiliates, employees, and agents shall not be liable for any incidental, consequential, or punitive damages or other damages, losses, or claims in any way connected with or arising out of the use of any service or product provided, even if TICKDATAMARKET has been advised of the possibility of such damages.
- Limit of Liability. Customer acknowledges TICKDATAMARKET has no knowledge of, and Customer is solely responsible for, Customer's use of and reliance on the Database. Customer agrees TICKDATAMARKET and Market Data Originators, their affiliates, employees, agents, and contractors (collectively, "Protected Parties" ), will not be liable for any errors or omissions in the information in the Database, nor for any loss, cost or damage (including without limitation trading losses, lost profits, indirect, incidental, special, punitive, consequential or similar damages), suffered or incurred by Customer or any third party arising out of the use of the Database or this Agreement, even if such parties are advised of the possibility of such damages. In any event : - the aggregate liability of the Protected Parties arising out of or in connection with this Agreement will not exceed the amount paid by Customer for the Database, regardless of the cause or form of action, and - the Protected Parties will not be liable to Customer on any claim that arose more than one (1) year before the institution of a suit thereon. The parties agree this Agreement reflects a reasonable allocation of risk and limitation of liability. If some jurisdictions do not allow the exclusion or limitation of liability for certain damages, in such jurisdictions, the liability limits in this Agreement shall be limited in accordance with this Agreement to the extent permitted by law.