FUNDS LIBRARY WEBSITE TERMS AND CONDITIONS
1 Application of Terms and Conditions1.1 These Terms and Conditions as may be varied by Library Owners from time to time in accordance with Clause 17 ("the "Agreement") shall apply to all and any of the Data accessed and/or used by the Subscriber as the same may be made available to the Subscriber by the Library Owner via the Website located at www.fundslibrary.co.uk (the "Website") or otherwise and to any correspondence by email between subscriber and Library Owner.
1.2 By checking the box on the registration page of the Website you (the "Subscriber") agree to and confirm you have understood the terms and conditions of this Agreement. If you do not agree to be bound by this Agreement you will not be able to access this Website or the Data.
1.3 The Library Owner is Library Information Services Limited whose registered office address is Kendal House, 4 Brighton Mews, Clifton, Bristol BS8 2NX trading as Funds Library. Telephone number: 0117 980 9994. Email: help@fundslibrary.co.uk.
2 Disclaimer
2.1 This Website is solely for the use of professional data users and is not available to private investors. This Website should not be regarded as an offer or solicitation to conduct investment business, as defined by the Financial Services & Markets Act (2000) in any jurisdiction.
3 The Data
3.1 The data subscribed for by the Subscriber in accordance with this Agreement is deemed to be all information and documents made available to Subscriber by the Library Owner via the Website (the " Data").
3.2 The Data and all other material and information made available to the Subscriber by subscribing for the Data is part of the Library Owner's central database (the "Database"). The Database is stored on and is continually amended and updated from many third party data suppliers (the "Data Suppliers") and is made available to the Subscriber through or by use of the Library Owner's computer system (the "System"). Accordingly, the Library Owner reserves the right to amend particular programs, information and facilities which the Data comprises from time to time at its discretion provided that any such changes will not substantially diminish the quality of the Data.
3.3 The Library Owner shall use reasonable endeavours to ensure that the Data will (subject to other terms of this Agreement) be available 24 hours a day, 365 days a year.
4 Use of the Data
4.1 The Subscriber shall use the Data and the information available or obtained therefrom solely for the purposes of the Subscriber's principal business. The Subscriber shall not reproduce or redistribute the Data in machine readable form other than with the prior written consent of the Library Owner. The Subscriber shall not otherwise than with the prior written consent of the Library Owner use, store, download, sell, redistribute or deal with the Data or such information in any manner, or for any other purpose.
4.2 The Subscriber shall indemnify the Library Owner notwithstanding any other remedies the Library Owner may have against the Subscriber including termination of this Agreement for any loss the Library Owner suffers and/or to reimburse the Library Owner for the gain the Subscriber obtains in contravention of Clause 4.1 above.
4.3 The Subscriber acknowledges that use of the Data requires the Subscriber to use of its own skill and judgment. The Subscriber warrants that it has such skill and judgment and undertakes at all times to exercise its own judgment in use of the Data and shall be solely liable for all opinions, recommendations, forecasts or comments made or actions taken.
4.4 The Subscriber shall faithfully reproduce or, if omitted, add the copyright symbol and clause of the Library Owner and the relevant Data Supplier as follows: "© [ 20 ] Funds Library and [relevant Data Supplier] All Rights Reserved" to all information obtained from the Database or by use of the Data, on all copies (authorized or otherwise) made whether in printed form, magnetic or any other media.
4.5 The Subscriber acknowledges that it is aware that use of the Data, whether by accessing, utilizing, storing or otherwise dealing with the same may from time to time be subject to certain statutory or other external regulations, conditions and restrictions. The Subscriber undertakes to comply with such regulations, conditions or restrictions applicable to the Territory. In particular, the Data contains information relating to a variety of investment funds and trusts which in turn are located in various different jurisdictions. The information contained on this Website is therefore subject to the different laws and regulations which apply in those jurisdictions. None of the Data published or made available via the Website is intended to be so published or made available in any jurisdiction where to do so would result in a breach of any applicable law or regulation. It is the Subscriber's responsibility to;
(a) ensure that its use of the Data and the related information does not contravene any relevant laws or regulations;
(b) keep itself informed and aware of such laws and regulations;
(c) obtain any necessary consents or qualifications in order to perform its business and use the Data; and
(d) inform the Library Owner immediately of any change in circumstances which do or may affect its ability to comply with its obligations with this or any other Agreement with the Library Owner.
4.6 Other than with the prior written consent of the Library Owner the Subscriber is expressly prohibited from using or redistributing the Data for the purposes of:
(a) compiling an internal database, other than as and to the extent permitted in this clause;
(b) commercial information redistributing or reproduction of the same by the press or media or through any commercial network, cable or satellite system;
(c) permitting or allowing the Data to infringe or otherwise prejudice the proprietary rights of the Library Owner or the Data Suppliers;
(d) allowing any third party to access the Data unless expressly so permitted in writing by the Library Owner.
5 Library Owner Software Licence
5.1 The Library Owner hereby grants to the Subscriber a non-exclusive, non-transferable licence to access via the Library Owner's software (the "Library Owner Software"), store and use the Data during the term of this Agreement in accordance with the following conditions:
(a) the Data may not be stored on a file server for multiple use;
(b) each Subscriber is required to individually register on its own behalf;
(c) shared access to the Data is not permitted under this licence;
(d) the Data may not be redistributed internally or externally and may only be used in accordance with the provisions of Clause 4 above.
5.2 Subscriber may not misuse the Website or the Software, including without limitation, by (i) hacking (ii) defacing, altering or interfering with the presentation of the Website; (iii) obtaining or attempting to obtain unauthorised access to the Website or any network of Library Owner; or (iv) taking any action that imposes an unreasonably or disproportionately large load on the Website, System or related infrastructure.
5.3 The Subscriber shall not without the Library Owner's express prior written consent, and shall ensure that no other person shall permit the Website to be linked to or communicate in any manner or be used in connection with any other database, time sharing or other system, computer bureau, data or telecommunication service or any other service or word processing system or information distribution network, whereby the information, material or data obtained from the Data or the System or Website are being accessed, used, stored or redistributed as the case may be, by or through such other equipment.
6 Registration and Information Processing
6.1 Each Subscriber shall be an individual registered on its own behalf and using such specific username and password as issued by Library Owner.
6.2 Subscriber may not disclose such username and/or password to any third party.
6.3 Any personal data (as defined in the Data Protection Act 1998) that Subscriber transmits to the Website will dealt with by the Library Owner in accordance with the Privacy Policy which can be found at www.fundslibrary.co.uk to any third party without the prior written consent of the Subscriber.
7 Your Privacy
7.1 FundsLibrary may contact you by mail, email and other means of communication to provide you with the information on your requested service or product. We may also provide you with information, special offers, and promotions of other products and services within the FundsLibrary Group. If you don’t want to receive information on other products or services you can write us to let us know at the following address: FundsLibrary, Pembroke House, 15 Pembroke Road, Clifton, Bristol, BS8 3BA or email us at help@fundslibrary.co.uk.
8 Copyright, Trade Marks and Other Intellectual Property Rights relating to the Data or the Database
8.1 The Subscriber acknowledges that any and all of the copyright, trade marks, and other intellectual property rights subsisting in or used in connection with the Data, the Database and the System including the manner in which it is presented or appears and all information, documentation and manuals relating thereto are (unless another owner (the "Owner") is specified thereon) the property of the Library Owner or Owner as the case may be and the Subscriber shall not during or at any time after the expiry or termination of the Agreement in any way question or dispute the ownership by the Library Owner or Owner as the case may be of any such rights without reasonable cause to do so.
8.2 The Subscriber shall not during or after the expiry or termination of this Agreement, without the prior written consent of the Library Owner or the Owner as the case may be or to the extent only permitted by the applicable law, abuse or permit the abuse of such copyright or use or adopt any trade mark, trade name, or commercial designation that includes or is similar to or may be mistaken for the whole or any part of any trade mark, trade name or commercial designation used by the Library Owner or the Owner as the case may be.
8.3 Copyright in the Database
The Subscriber acknowledges that the Library Owner has spent, and continues to spend, considerable time and resources on the selection and arrangement of the Database as an original intellectual creation. Accordingly, the Library Owner owns copyright in the selection and arrangement of the contents of the Database and in the electronic materials necessary for its operation, without prejudice to the rights of the various Data Suppliers in the contents of the Database.
8.4 Copyright in the Contents of the Database
In addition to the Library Owner's copyright specified in (7.3) above, the Subscriber acknowledges that the Library Owner has spent considerable time and resources to collect, collate, compile, reformat and verify the accuracy of the contents of the Database. Accordingly, the Library Owner owns copyright in the contents of the Database to the extent that the same is not the copyright of the Data Suppliers.
8.5 Infringement of the Database
The Subscriber undertakes not to reproduce, adapt, translate, arrange or make available to any third party, either directly or indirectly, any part of the Database or its contents of which the Data forms a part (including any electronic materials necessary for its operation) except to the extent that and for so long as the Subscriber is expressly permitted to do so in accordance with this Agreement, or as permitted by any mandatory provisions of law, and undertakes to take all necessary steps to prevent access to the Database by any person except those of its employees who need to have access thereto for the purposes permitted by this Agreement.
8.6 Unauthorized Extraction and Re-utilization
Notwithstanding the provisions of (7.5) above and irrespective of whether or not copyright in the Database is owned by the Library Owner, the Subscriber shall not, other than as expressly permitted in this Agreement, extract or re-utilize the contents of the Database (or any part thereof) for any commercial purpose including but not limited to trading, building commercial databases, reselling or redistributing the Data.
8.7 Remedies of the Library Owner
The Subscriber acknowledges that civil and criminal penalties may be incurred in the event of any infringement of the copyright and/or other rights in relation to the Database or its contents (including any electronic materials referred to in 7.6 above, and that any such infringement by the Subscriber may result in incalculable damage and/or loss to the Library Owner, and accordingly agrees that, in addition to any other right or remedy of the Library Owner, the Library Owner shall be entitled to immediate injunctive relief to restrain any actual or apprehended infringement thereof. The Subscriber undertakes to indemnify the Library Owner in full, against all loss, damage, costs and expenses (including loss of profit) which may be incurred by the Library Owner by reason of any such infringement by the Subscriber.
9 Confidential Information
9.1 The Library Owner regards the information and facilities available from the Data including information relating to the Database and the System or marketing thereof as confidential to the Library Owner and its licensors and the Subscriber hereby agrees that it will use such confidential information solely for the purposes of this Agreement and that it shall not disclose, whether directly or indirectly, to any third party such information other than as required to carry out the purposes of this Agreement or at law (other than pursuant to a contractual obligations).
10 Liability and Disclaimer
10.1 The System, the Data and the Database is supplied "as is" without any warranties of any kind (express or implied) and the Supplier uses them entirely at its own risk and the Library Owner hereby excludes all such warranties including but not limited to any warranties relating to the quality or fitness for a particular purpose of such Data, Database or the System to the fullest extent permissible by law. Neither the Library Owner nor its licensors warrant that the supply of Data to the Subscriber shall be uninterrupted or error-free, nor do any of them make any representation or warranty as to the results which may be obtained from the use of the Data.
10.2 Other than as provided in sub clause (9.1) above, the Library Owner shall not be liable in contract or otherwise for any direct, indirect or consequential loss or damage sustained by the Subscriber or others directly or indirectly from this agreement, making use of or arising in any way from the Data, the Database, the System and, where applicable, Library Owner Software including but not limited to any loss or damage resulting as a consequence of any defects, delays, interruptions or failures in the System or inaccuracies or errors in the Data or Database and specifically excludes the same to the extent permitted by the law applicable to this Agreement.
11 Indemnity
11.1 The Subscriber undertakes fully and effectively to indemnify and keep indemnified at all times the Library Owner against all actions, proceedings, costs, claims, demands, liabilities and expenses whatsoever (including legal and other fees and disbursements) sustained, incurred or paid by the Library Owner directly or indirectly in respect of:
(a) the access to and/or use (other than as permitted by this Agreement) by the Subscriber of the Data, Database and System;
(b) any information, data or material produced by the Subscriber in whole or in part from the Data, Database or System;
(c) any breach by the Subscriber of any of the provisions of this Agreement.
11.2 The Subscriber further undertakes that it will not seek to recover and shall not be entitled to recover from the Library Owner or to be indemnified by the Library Owner in respect of any direct, indirect or consequential loss or damage or against any claims, proceedings, costs, demands, liabilities and expenses whatsoever sustained, incurred or paid by the Subscriber to any party in respect of any of the matters specified in this Agreement and in any schedule attached or adopted as relative hereto other than as required by the applicable law.
12 Termination
12.1 The Library Owner reserves the right in its sole discretion to suspend or permanently terminate access by the Subscriber to the Website or any portion of it without prior notice.
12.2 The Library Owner may terminate this Agreement by written notice to the Subscriber.
12.3 Termination of this Agreement shall be without prejudice to any accrued rights of either party and shall not affect obligations which are expressed not to be affected by expiry or termination hereof which for the avoidance of doubt shall include but not limited to 6.7, 7, 82.2.
12.4 The Subscriber undertakes that within seven (7) days after the date of expiry or termination of this Agreement for whatever reason, the Subscriber shall purge/expunge from the Subscriber's system all Data transferred and/or stored during this Agreement and furnish the Library Owner with a certificate, certifying that the principal and all copies of such Data made (in whole or in part), in any form or media have been so purged/expunged, or permit the Library Owner's personnel so to do.
12.5 Upon termination the subscriber shall not be entitled to access the Website or use the Library Owner Software and any applicable password and/or username will be removed by the Library Owner from the System.
13 Force Majeure
13.1 Neither party shall be liable to the other in any way whatsoever for failure, interruption, delay or any other matters of the nature whatsoever arising out of war, rebellion, civil commotion, strikes, lock outs and industrial disputes; fire, explosion, earthquake, acts of God, flood, drought or bad weather; the failure of the System or Library Owner Software; interruption to the Data or problems associated with transmission or access by/to the System; the unavailability of material, information or data for or to update the Database, System or Software; or the requisitioning or other act or order by any government department, council or other constituted body.
13.2 Neither party shall further be under any liability to the other in any way whatsoever for any other circumstances or happenings (whether of the foregoing classes or not) beyond its control. In the event that any circumstances covered by this clause cannot be rectified or remedied or continues for a period of six months or more either may at its option terminate this Agreement forthwith and without liability for such termination.
14 Assignment
This Agreement is personal to the Subscriber and the Subscriber shall not, without the prior written consent of the Library Owner, assign or transfer this Agreement or any of its rights under this Agreement to any other person, firm or company.
15 Waiver
15.1 Failure or neglect by the Library Owner to enforce at any time any of the provisions hereof shall not be construed nor shall be deemed to be a waiver of the Library Owner's rights hereunder nor in any way affect the validity of the whole or any part of this Agreement nor prejudice the Library Owner's rights to take subsequent action.
16 Entire Agreement and Amendments
16.1 This Agreement supersedes any arrangements, understandings, promises or agreements made or existing between the parties prior to entering into this Agreement which constitutes the entire understanding between the parties hereto. Except as otherwise provided herein, no addition, amendment or modification of this Agreement shall be effective unless it is in writing and signed by and on behalf of each party by a director or such other duly authorized officer as the case may be.
17 Headings
17.1 The headings of the paragraphs of this Agreement are inserted for convenience of reference only and are not intended to be part of or to affect the meaning or interpretation of this Agreement.
18 Severability
18.1 In the event that any or any part of the terms, conditions or provisions contained in this Agreement or any schedule attached or adopted as relative hereto shall be determined by any competent authority to be invalid, unlawful or unenforceable to any extent such term, condition or provision shall to that extent be severed from the remaining terms and conditions which shall continue to be valid and enforceable to the fullest extent permitted by law.
19 Variation of the Agreement
19.1 The Library Owner reserves the right to vary this Agreement from time to time by posting updated terms and conditions on the Website. Subscriber will be bound by such updated terms and conditions and is advised to periodically review the current Agreement.
20 Law
20.1 This Agreement shall be governed and construed in all respects in accordance with English law and the parties submit to the exclusive jurisdiction of the English courts.
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