Website User Agreement for Online Services Provision
The User Agreement for Online Services Provision (“this Agreement”) is between EMinsights (“Company”) and any customer(s) (“Customer”), that may each be referred to herein individually as a “Party” or, collectively, as “the Parties”. This Agreement describes the terms and conditions under which the Company renders services (“Services”) to the Customer that has expressed willingness to use our website (“Website”). The use of the Website and the Services by the Customer means complete acceptance, without exclusion, of the below terms and conditions which refer to all individuals and/or entities accessing the Website for any reason. If you do not hereby agree to the terms and conditions of this Agreement, do not use the Website and Services.
Apart from the terms and conditions, this Agreement includes the following appendices:
- Appendix 1. Website Rules of Conduct
- Appendix 2. Website Terms of Use
1. Definitions.
As used in this Agreement, the following terms shall have the following definitions:
a. “Company” means EMinsights company, (which is the legal entity under the jurisdiction of the Republic of Cyprus), as well as its legal successors or cessionaries.
b. “Website” means Company’s Internet website which caters for technical in informational support of the Parties to this Agreement and which is located to the following address: eminsights.net
c. “User(s)” means any entity(ies) or individual(s) whatsoever using the Website Services in any form and/or registered on the Website.
d. “Customer(s)” means any User(s) whatsoever placing an Order subject to the terms and conditions of the Standard Procedures indicated on the Website.
e. “Developer” or “Researcher” means a physical or legal entity whose Report is displayed on the Website.
f. “Parties” include any Company, Customer(s), Developer or User(s) hereunder.
g. “Report(s)” means a complete market research report, analytical review, or other market research products or materials drawn up by Developer.
h. “Order(s)” means an instruction or instructions of public or private character relating to the purchase of the Report(s) by the Customer(s) and placed on the Website in accordance with the Standard Procedures for Order placing indicated on the Website. A physical or legal entity that has placed the Order is deemed to be a Customer under this Agreement.
i. “Additional Services” means fee-based services provided by the Company to User(s).
j. “Website Standard Procedures” means technically and logically realized course of actions and routine to assist cooperation between the Parties under this Agreement.
k. “Website Rules of Conduct” means the rules which govern all possible interactions between Users on the Website (please see the Appendix 1 to this Agreement).
l. “Website Terms of Use” means the rules which set forth the way the orders are placed on the Website (please see the Appendix 2 to this Agreement).
2. Purpose of this Agreement
This Agreement is intended to provide User(s) with an opportunity to place Orders on the Website and convey the Reports to the Customers via the Website venue and/or other human/technical resources available to the Company and/or its partners.
3. Conclusion of this Agreement
1. Once the User clicks the “Register” or “Sign Up” button located at the bottom of the Website’s registration page, this Agreement enters into force in respect of this User. By registering, the User agrees to abide by all terms and conditions of this Agreement.
2. Any use by the User of the resources and Services of the Website means that the User agrees to comply with all terms and conditions set forth in this Agreement.
4. Rights of the Customer
Subject to the Website Standard Procedures, the Customer has the right to:
1. place the Order;
2. elaborate and clarify the terms and conditions of Services provision by consulting with the Company;
3. receive the Report(s);
4. order Additional Services;
5. cancel the Order prior it is processed, subject to Website Rules of Conduct and this Agreement.
5. Responsibilities of the Customer.
1. The Customer shall abide by all terms and conditions of this Agreement and Website Rules of Conduct.
2. The Customer shall not place any Orders which may violate the effective legislature of Customer’s country of registration.
3. The Customer shall not circumvent the Company by placing any contact details (including but not limited to telephone number, postal address, e-mail address or other communications data assisting contact) on any Website area with open public access, if these data may be used for the direct link between the Customer and the Developer without the Company participation;
4. The Customer shall provide the Company with the right to use at no expense any information placed by the Customer or User at the Website, subject to confidentiality rules described in the Clause 7 of this Agreement.
5. The Customer shall hereby agree to commit in a bona fide manner to the fulfillment of all responsibilities arising from the use of the Services and Additional Services offered at the Website.
6. The Customer shall not apply any software, robot, device or any other automated or manual process, to monitor, copy, or otherwise publicly display any content of the Website without the written permission from the Company.
7. The Customer shall not copy, transmit, present, reproduce, alter, expand, distribute (including public distribution), transform into other related products (derivatives), or otherwise use in commercial or other purposes the content of the Website (in whole or in any part) without first obtaining the written permission from the Company.
8. The Customer shall not use any devices, software or other means that might disturb the operation of the Website as per the Standard Procedures.
9. The Customer shall not engage in any activities that pose unreasonable or excessive load on the Website infrastructure.
10. The Customer shall satisfy himself of the compliance of the Report with his expectations and requirements before placing an order.
6. Rights of the Company
The Company reserves the right to:
1. impose, cancel and alter, at its sole discretion, the fee for the Additional Services, subject to Clause 7 of this Agreement;
2. edit and/or delete any contributions, comments or other entries (including Orders) made by User(s) if these entries violate and/or contradict to this Agreement, infringe upon the laws valid in the country(ies) of the User and the Company, as well as in other cases at the Company’s discretion;
3. use and distribute any data provided by Users, subject to Clause 12 of this Agreement. The use of such data is based on non-exclusive rights and is exempt from time and geographical limitations.
4. deny access, refuse to respond, or otherwise limit usage of the Website, for any reason, at any time.
7. Responsibilities of the Company.
1. The Company shall provide each and every User with an individually-authorized access to the information designated for this User. However, due to the nature of the Internet and network connections, the Company can not and does not guarantee the availability, functionality, or speed of access to the Website.
2. The Company hereby agrees to accept, process and place Orders on the Website.
3. The Company shall render Additional Services to Users, subject to the payment made.
4. The Company shall duly provide the required support to maintain the interaction and mutual transaction between the Parties, subject to this Agreement.
5. In the event the payment for the Additional Services is imposed/altered/cancelled, the Company shall notify Users in advance by changing relevant documents and by posting special notices at the appropriate areas of the Website. Should any changes occur in the terms and conditions of this Agreement or Website Rules of Conduct, the above notification procedure shall be used. When applicable, direct e-mailing can be applied.
6. The Company shall not disclose any information (including e-mail addresses) obtained from the Users to third party(ies) for the purpose of preventing any “spamming” (unwanted and unsolicited e-mails).
8. Liabilities of the Parties
1. In the event of any breach or violation of the terms and conditions of this Agreement, the Parties agree to comply with the legislature used in the countries of their location (registration).
2. The Users are liable for authenticity and validity of the data submitted to the Company in conformity with the legislature applicable in the countries of their location (registration)
3. In the event the Company becomes aware of the serious breach by the User of the terms and conditions of this Agreement, the Company, in its sole discretion, may impose the following sanctions against such User: warning, warning and Website access limitation, Website access termination. Such User is informed about the sanctions by e-mail and/or telephone.
9. Limitation of Liability
1. The Company shall not be held liable for the quality or topicality of the Reports purchased by Users via the Website. The Company makes no commitment to update the information contained on the Website.
2. The Company is responsible for the interaction of Users only when the Company is directly involved in the actual transaction between Users.
3. The Company is not liable for the accuracy and legality of the information made available by Users and posted online or otherwise distributed through the Website.
4. The Company is not liable for the payment by Users of any taxes levied when they purchase Reports or order Additional Services.
5. The Company can not and does not guarantee against the following, provided that such circumstances are outside of the Company’s control: the Website operation breaks, Services provision delays, loss of information, data, or pictures residing on its computers, resulting from hardware and software breakdowns, and/or human error. Having that stressed, the Company will make all reasonable effort to eliminate such delays, breaks or losses.
10. Term
1. Online offers arising from this Agreement are effective without limits and continue until the moment of their termination.
2. Time periods during which the Reports shall be provided are indicated in the report description page and/or agreed directly with Customers while the Order is discussed.
3. If the provision of the Report is delayed, the Company shall duly inform the Customer. Further, the Parties agree new term for the Report provision or decide to cancel the Order.
11. Ordering and payment method
1. The Company accepts the Order after the Customer has filled in a special form on the Website and the Company officers have checked the correctness of the Order placing and confirmed the Order by technical means. In this case, the Customer receives the confirmation of the Order placing. Order processing and its payment are subject to “Website Terms of Use”.
2. The company accepts as valid forms of payment the following: SWIFT, credit cards, Moneybookers and Web Money systems of electronic payments.
3. The delivery of the Report to the Customer is executed only after the receipt of the full payment for the Report.
4. Should the User order the Additional Services, the payment for them is performed in the same manner as for the ordered Report.
12. Confidentiality
1. The information the User provides in registration remains strictly confidential to all third parties other than User partner(s) in specific deals. The same applies to the User information obtained during editing contact details. The Company will not release this information to any other parties, unless required by relevant laws.
2. The above liability indicated in the Clause 12.1 is not applicable to User pseudonyms (or pseudo names) and to the information which User has expressly displayed as open to public access in appropriate Website portions and forms.
3. The above liability indicated in the Clause 12.1 does not also apply to the information on User’s behavior on the Website as well as to the comments and notices made by the User in relevant Website areas and related to the Website or other User(s)
4. The User shall not disclose its password to any third parties. If the password information becomes available to any third party(ies), the User shall immediately change the password. Otherwise, the Company is not liable for the Services rendered to the User.
5. The User shall not disclose to any third parties information on other Users which the User has collected from or via the Website.
13. Warranty
Each Party herein is solely responsible for the compliance with the obligations hereunder, as well as with terms and conditions publicly declared and/or agreed directly with its partner(s).
14. Force majeure
1. Neither Party shall be liable for any failure or delay in performance under this Agreement if such failure or delay is caused by conditions beyond its control, i.e. force majeure circumstances, including but not limited to the Acts of God.
2. The Party affected by force majeure circumstances shall give the other Party(ies) a prompt written notice (including by fax) of the character, nature and expected duration of these circumstances, as well as indicate which obligations are affected and provide a sufficient confirmation of force majeure circumstances. If the duly notification is failed, nonliability due to force majeure circumstances could not be claimed.
3. In the event of the force majeure circumstances which prevent any Party from the execution of its duties as per this Agreement, dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time that such circumstances are effective. If force majeure circumstances are effective for the period of more than two months, the Parties, at the suggestion of a Party, shall agree further ways of this Agreement execution and/or termination.
15. Termination
1. The User may unilaterally terminate the performance of this Agreement by informing the Website Administration by telephone or by email. In the event of this, the User automatically loses the right to use the Services provided by the Website.
2. The Company, in its sole discretion, reserves the right to terminate this Agreement, any particular service offered at any time, for any reason including but not limited to: breach of the above terms, failure to follow the Website Administration direction, failure to complete transactions, abuse of any methods, tools, or services provided, use of profanity, racial slurs, hate speech and disruptive behavior.
16. Miscellaneous
1. All copyright and other rights in the Report(s) purchased by the User shall remain the property of the Developer. The circulation of the purchased Report(s) is permitted only within the User’s company or for non-commercial purposes only. “Non-commercial purposes” herein shall mean purposes which are not for the benefit of any commercial third party. The User shall not pass the Report, in whole or in any part, to third parties without first obtaining the written permission from the Developer.
2. This Agreement is governed by the laws of the Republic of Cyprus.
3. All disputes arising out of, or relating to this Agreement, should be first settled out of Court through negotiations. If disputes or claims relate expressly to the quality of the Report(s), the User shall address such claims directly and solely to the Developer.
4. If any disputes, discrepancies or claims arising out of, or relating to this Agreement, including those pertaining to its performance, violation, termination or invalidity, are not settled in conformity with Clause 11.2, this case should be settled in Court of the Republic of Cyprus.
5. The Company may amend this Agreement at any time by posting the amended version of this Agreement on the Website. In addition, the Company will post notices on frequently visited areas of the Website. All amended terms shall automatically become effective after their publication, unless otherwise stated.
6. In the event of disagreement with the amended version of this Agreement, the User may unilaterally terminate the performance of this Agreement by informing the Website Administration by telephone or by email. In this case, the User automatically loses the right to use the Services provided by the Website. If the User continues to use the Services of the Website in any way, this means that the User agrees to the amended (new or current) version of this Agreement.
7. Unless otherwise stated, all messages to the Administration of the Website should be emailed to the following address: info@eminsights.net
Unless otherwise stated, all messages to the User should be emailed to the address indicated under registration.
17. Contact details
EMinsights.
Shinjuku City, Tokyo, Japan
