Competitive Profiles Subscription License - Standard Terms & Conditions  

AGREEMENT BETWEEN YOU AS THE USER AND IDEAS INTERNATIONAL LIMITED (IDEAS) THE OWNER OF COMPETITIVE PROFILES.
By accessing the Competitive Profiles web site, you are deemed to have agreed to all the terms and conditions (the Agreement) as described below. You represent and warrant you possess the legal right and ability to enter into this Agreement and to use this web site in accordance with all the terms and conditions therein.

If you are an employee of a company that has entered into a Customer Service Level Agreement (CSA) or Master Services Agreement (MSA) with IDEAS, the following terms and conditions apply unless specifically over ridden by the MSA or CSA.

MODIFICATION OF TERMS
IDEAS may amend these terms and conditions at any time without advanced notice. Changed terms and conditions will take effect from the time they are posted on the web site and will not have a retrospective effect on any contractual arrangements. Your continued use of this web site after any changes means you have accepted the changed terms and conditions.

GOVERNING LAW
The provision of the Competitive Profiles material to the Customer and the Customer’s rights and obligations are governed by the laws of New South Wales, Australia. Any dispute, which may arise in connection with the interpretation or implementation of a license, will if not otherwise resolved, be settled through an action in the courts of New South Wales, Australia.

DEFINITIONS
Customer

The purchaser or licensee of Competitive Profiles access license.

Partner

An approved Business Partner of the Customer on whose behalf the Customer has purchased a subscription license to Competitive Profiles with IDEAS. A Partner specifically excludes Other Equipment Manufacturers (OEMs).

IDEAS reserves the right to request the Customer to supply details of all Partners licensed by the Customer to use Competitive Profiles. In addition, IDEAS reserves the right to refuse access to Competitive Profiles to a Partner, if in the view of IDEAS, the Partner should be a Customer in its own right.

Third Party

Any individual or organization not a customer of IDEAS.

Competitive Profiles

Competitive Profiles is a trade name owned by Ideas International Limited. Competitive Profiles, the product, is a modular information service delivered via internet access.

User

A User is defined as an individual employed by the Customer or Partner authorized to access Competitive Profiles through the subscription license and who has completed the Competitive Profiles on-line registration process. A User may access Competitive Profiles only through the Customer’s uniquely assigned Access Key.

Access Key

Upon purchase of a subscription license, IDEAS will provide the Customer with a single URL or multiple unique access URLs according to the size of the subscription license purchased. The URL is the Access Key. Access to the web site using the URL means the Customer has agreed to the usage terms and conditions.

License Period

The period of access granted by the subscription license to Competitive Profiles. The usual term is 12 months unless specified otherwise in writing between the Customer and IDEAS. The Customer may check the period remaining on a subscription license by referring to the Competitive Profiles home page.

Subscription License Start Date

The start date for the subscription license is the date IDEAS receives a written purchase order or equivalent written advice from the Customer of their intention to purchase a CP license(s).

DISCLAIMER OR WARRANTIES AND LIMITATION OF LIABILITY
General

Your access to and use of software and other materials on this web site is solely at your own risk.

DISCLAIMER OF WARRANTY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES RELATING TO THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES CONTAINED IN THIS WEB SITE. ALL SUCH INFORMATION IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS AND SERVICES CONTAINED IN THIS WEB SITE INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

LIMITATION OF LIABILITY

IN NO EVENT WILL WE BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL (INCLUDING AMONG OTHER THINGS LOSS OF REVENUE OR PROFITS), PUNITIVE, OR EXEMPLARY, DAMAGES OF ANY KIND ARISING OUT OF ACCESS TO, OR USE OF THIS WEB SITE, OR DELAY OR INABILITY TO USE THIS WEB SITE, OR ANY INFORMATION CONTAINED IN THIS WEB SITE. NOTHING IN THIS LIMITATION OF LIABILITY SHALL EXCLUDE LIABILITIES NOT PERMITTED TO BE EXCLUDED BY APPLICABLE LAW.

This means that:

The Competitive Profiles content is not warranted by Ideas International Limited to be complete, accurate or current.

Ideas International Limited is not liable to the Customer or User for any action the Customer or User may take or decision the Customer or User may make by relying on this service or any Competitive Profiles material.

Ideas International Limited is not liable to the Customer or User for any direct or indirect damages or losses suffered by the Customer or User or through the Customer or User in relation to the Competitive Profiles material or this service.

Where hyper-links are provided to a site owned and/or operated by third-parties, Ideas International Limited is not responsible for the content therein, nor do we warrant that hyper-link is functioning.

LIMITED WARRANTY RELATING TO WEB SITE PERFORMANCE AND CONTENT
Notwithstanding the disclaimer above, IDEAS provides a LIMITED WARRANTY for specified performance and content aspects of Competitive Profiles, as described below. This LIMITED WARRANTY does not apply to any Windows client version of Competitive Profiles.

Server Availability

IDEAS warrants that server availability will not fall below 98% over a 12-month period. Server availability percentage is calculated as 98% of 24 hours-per-day by 365 days-per-year.

Web Browser Application Availability

IDEAS warrants that web browser application availability will not fall below 98% over a 12-month period. Web browser application availability percentage is calculated as 98% of 24 hours-per-day by 365 days-per-year.

IDEAS deems that the application is unavailable when one of the following events occur:

Competitive Profiles Content Availability

IDEAS warrants that the research content for each licensed Competitive Profiles module and country coverage within that module will always be available notwithstanding a server availability or web browser application fault preventing user access.

Competitive Profiles Content Quality

Quality standards in place for timeliness are:

New Products

IDEAS will process new products relevant to the Competitive Profiles database type within five (5) working days of a manufacturer’s public announcement date and receipt or availability of the manufacturer’s product information.

Pricing Updates

IDEAS will update pricing research in the relevant Competitive Profiles database within five (5) working days of a manufacturer’s public announcement of pricing change and receipt or availability of the manufacturer’s price information.

INDEMNITY
As a condition of use of this web site, you agree to indemnify us from and against any and all liabilities, expenses (including attorney's fees) and damages arising out of claims resulting from your use of this web site, including without limitation any claims alleging facts that if true would constitute a breach by you of these terms and conditions.

COPYRIGHT
All content of this web site are: Copyright © Ideas International Limited. All rights reserved.

This Site is for personal, non-commercial use. All material contained in Competitive Profiles is owned by Ideas International Limited. You may NOT modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from this web site without the written consent of IDEAS at any times either during the currency of the subscription or after its expiry. Competitive Profiles and any other product or trade names of Ideas International Limited referenced herein are our service marks or registered service marks. Other product and company names mentioned herein may be the trademarks of their respective owners.

This means that:

For the duration of the subscription the Customer or User may:

View, print or format Competitive Profiles material for the Customer’s or User’s own internal use only.

Include limited extracts of the Competitive Profiles material in the Customer’s or User’s own material for the customers internal use only, provided that the Customer or User add the words 'copyright Ideas International Limited - reproduced with permission' and does not modify, edit or manipulate the extracts in any way.

Only enter the site using the specific URL access key provided to the Customer for the subscription license

For the duration of the subscription the Customer or User may not:

Without the express written permission of Ideas International create or allow another person or persons to create, any derivative works, including white papers or other materials from data or material contained in or extracted from Competitive Profiles. This includes derivative materials for the customer or users own internal use.

Format, copy, publish, distribute, modify or adapt Competitive Profiles material for any external use.

Incorporate any material or data from Competitive Profiles into any documentation or presentation of the Customer/User to a Third Party.

Amend, modify, add to or alter Competitive Profiles material or web site in any way.

Provide the URL access key to any party who is outside the scope of the Customer subscription license agreement to access Competitive Profiles at any time or falsely use a password or personal identification number during logging into the web site, or misrepresent one’s identity or authority to act on behalf of another.

Access the Competitive Profiles site where the license description as shown in the ‘Licensed to’ section on the Competitive Profiles home page does not reflect the correct Customer details.

Backup and/or Copying

Customers and Users are not permitted to copy or permit to be copied, except for its own reasonable security and backup purposes, any of the IDEAS Competitive Profiles products or services. The Customer shall ensure that the products and services and all permitted copies thereof will at all times remain under its control and that it will take all reasonable precautions to safeguard them against unauthorised use, copying and/or distribution.

SUBSCRIPTION LICENSE SUSPENSION
IDEAS reserves the right to suspend Customer and User access to Competitive Profiles at its sole discretion, for reasons including but not limited to; overdue payment by the Customer; abuse of Usage Terms and Conditions; Unauthorised use or distribution of information in the public domain that includes Competitive Profiles extracts; Unauthorised use or distribution of information contained with Competitive Profiles for Commercial Purposes.

Where IDEAS suspends Customer or User access to Competitive Profiles, the agreed subscription license dates continue to apply and the period of suspension will not extend the license expiry date.

EXPIRY OF LICENSE
The Customer agrees that at the completion of the subscription period of a Competitive Profiles subscription license, the access URL(s) will cease to operate.

Access to the Competitive Profiles web site beyond the expiry date will only be granted by IDEAS as part of reasonable renewal contract negotiation period. The Customer or User must provide IDEAS no less than 30 days written notice that an extension is required as part of a contract renewal process.

CANCELLATION OF LICENSE
The Customer agrees that cancellation other than at the expiry of an annual subscription of a Competitive Profiles subscription license requires a minimum of 90 days notice in writing to IDEAS. Such written notice may be given by the Customer to IDEAS by electronic mail to sales@ideasinternational.com or facsimile to +61 (0)2 9472 7788, or by mail to P.O. Box 1727, Hornsby Northgate, NSW 1635, Australia.

Where a Customer chooses not to renew a subscription at the conclusion of the subscription period, or where a subscription license is otherwise terminated, then the Customer agrees to remove access to any or all Competitive Profiles material at the conclusion of the subscription period. The removal of such material may include, but is not limited to, links to Access keys from internal access points, all Competitive Profiles programs held within the Customer site, any or all material supplied, copied, printed, formatted, extracted or derived from Competitive Profiles.

PRIVACY STATEMENT
Disclosure

Respecting and guarding your privacy is paramount to us at Ideas International Limited and its subsidiary companies. We promise not to disclose your personal information to other parties unless: Where we have engaged the services of a Third Party (authorized Reseller or Distributor) as an extension of our own operations, then the Third Party is also contracted not to disclose any part of your personal information to any other parties.

No Unsolicited E-mail

We pledge not to pass on your e-mail details to any Third Party without your express permission. We will only send information to your e-mail address if you request it.

Why Do We Request Personal Information?

We use your information for personalization, identification, and communication.

In using Ideas International's website, you may be asked to provide information (such as your name and contact details, etc.) to Ideas International. We may use this data to tailor the response to you, facilitate your movement through the Ideas International website, or communicate separately with you.

If you choose not to provide personal information when requested, you can still use the Ideas International website. Unfortunately, you will not be able to access some areas within the website that require registration.

Competitive Profiles Subscription License - Standard Terms & Conditions
Version 7 - September 2006