TERMS OF SERVICE
Some of the Services available from us through the Websites may be governed by additional written service agreements executed by you and us (“Customer Agreement”) and in such case, in the event of any contradiction between the provisions of such separate written Customer Agreement and these Terms and Conditions, the provisions of the separate written Customer Agreement shall take precedence, control and govern.
If you are using the Websites or Services on behalf of a company, entity, or organization, you hereby represent and warrant that you have the authority to bind such company, entity, or organization to these Terms And Conditions and that your usage of the Websites or Services binds and legally obligates such company, entity, or organization to these Terms and Conditions.
Notwithstanding any provision in these Terms and Conditions, we reserve the right, in our sole and absolute discretion, at any time and from time to time, and without notice, to change, amend, or modify the Terms and Conditions. Your use of our Websites or Services following any such modification or change constitutes your agreement to follow and be bound by the Terms and Conditions, as amended. You should periodically check the Websites and review the most up-to-date version of these Terms and Conditions.
2. Personal and Internal Business Use Only. Unless otherwise specifically agreed to in a separate written Customer Agreement entered into between us, the Websites and Service and the information provided through the Websites or Services are made available to you solely for (a) your personal use and (b) your internal business use; in compliance with all applicable laws, rules and regulations. You shall not resell, broker, transfer, or otherwise make the Websites, Services and/or the information contained therein available to any third parties. User shall not use the Websites or Services, or store the information contained therein, for the purpose of creating product(s) that compete with our Websites or Services. If you want to make any other commercial use of the Websites or Services, including but not limited to selling, distributing or providing access to the Websites, Services or information provided through the Websites or Services, you must enter into a separate written agreement with us in advance. You agree that if we determine or reasonably suspect that you are, directly or indirectly, reselling or brokering the resale or distribution of the data, information, or Services, or you are otherwise violating any provision of these Terms and Conditions or your Customer Agreement with us, we may take immediate action, including termination or suspension of your account or your right to use or access the Websites.
You will not use the Websites or Services as a factor in establishing an individual’s eligibility for credit or insurance to be used primarily for personal, family or household purposes, or employment purposes, in connection with a determination of eligibility for a license or other benefit granted by a government agency, in connection with a valuation of, or assessment of credit or prepayment risks associated with, an existing credit obligation, or for any other purposes governed by the Fair Credit Reporting Act.
3. Registration, Access And Security. If you are asked to register for the Websites or Services, you must provide complete and accurate identification, contact, and other information required as part of the registration process, and accurately and promptly update that information if it changes. If you provide any information that is untrue, inaccurate or incomplete, or we have reason to suspect that you have done so, we may suspend or terminate your account and refuse any and all current or future use of the Websites or Services or any portion thereof. We reserve the right, in our sole discretion, to refuse or discontinue participation or access of a user to any or all of the Websites or Services at any time without notice. You agree to keep confidential any username, access code, account or customer number that you may receive or select for your access to and use of the Websites and Services. You accept responsibility for all usage and activity that occurs through or under your username, access code and customer or account number. You are required to notify us immediately if you become aware of any loss, theft or unauthorized use of your username, access code and customer/account number.
4. License and Use Restrictions. You acquire absolutely no rights or licenses in or to the Websites or the Service or any data and materials contained within the Websites or Services other than the limited right to utilize the Websites and Services in accordance with these Terms and Conditions. Should you choose to download content from the Websites or Services, you must do so in accordance with the Terms and Conditions. Such use and/or download is licensed to you by us ONLY for your own personal or internal business use; provided that (i) all copyright notices appearing on the originals are duplicated on all copies thereof, (ii) you do not modify the materials in any way. Without limiting any other right or remedy available to Credifi, at law or in equity, the permission herein granted will automatically terminate in the event you breach any of these Terms and Conditions and, in such event, you must destroy immediately all downloaded materials in your possession or control. Customer shall not access and/or use the Website, Database Libraries or Service via mechanical, programmatic, robotic, scripted or other automated search means, other than through standard internet browsers.
You may use the Websites and Services only if: (i) you are eighteen (18) years of age or older and are of the age of consent in your jurisdiction; (ii) your use of the Websites and Services will not violate any law in any applicable jurisdiction; and (iii) you do not engage in any conduct that will impede, impair or interfere with the functioning of the Websites or Services whether by the use of malware or otherwise, or otherwise create a denial of service, or falsify the origin of Customer’s communications and (iv) you do not threaten, harass, stalk, spam, abuse, or otherwise violate the legal rights (including rights of privacy and publicity) of others. Furthermore, you are not permitted to alter, damage or delete any material appearing on the Websites or Services.
YOU AGREE NOT TO REPRODUCE, DISSEMINATE, SELL, DISTRIBUTE, RETRANSMIT, PUBLISH, OR BROADCAST ANY OF THE INFORMATION OR MATERIAL ON OR AVAILABLE THROUGH THE WEBSITES OR SERVICES FOR ANY PURPOSES WITHOUT THE PRIOR EXPRESS WRITTEN CONSENT OF CREDIFI. YOU SHALL NOT DECOMPILE, DISASSEMBLE OR CREATING DERIVATIVE WORKS FROM THE SOFTWARE THAT MAY BE ACCESSIBLE ON OR THROUGH THE WEBSITE OR SERVICES.
5. Fees. In the event you entered into a written Customer Agreement with us, in such case you agree to pay the fees as set forth in such agreement as may be updated from time to time as set forth in such agreement. To the extent permitted by such Customer Agreement, we may periodically update our fees by online announcements, user bulletins, emails, notices, announcements in invoices, and revised published price lists. You agree to pay for all services obtained when billed by us. All unpaid fees and late payments will bear interest at a rate of 18% per annum.
6. Ownership of Information. Unless specifically provided otherwise, all right, title and interest in and to the Websites, the Services and the information made available through them, in any and all forms whatsoever, throughout the world, including all copyrights and trademarks therein, are and shall continue to be the exclusive property of Credifi or its third party data providers (“Data Providers”). Information from third parties obtained pursuant to rights of fair use or otherwise granted as a matter of law and assembled or made accessible through the Websites or Services is owned by us, including but not limited to all right, title and interest in the compilation, selection, arrangement, sorting, classification, manipulation and presentation of such information on the Websites and Services. Credifi and/or their Data Providers retain all right, title, and interest under applicable contractual, copyright, and related laws in and to the information and data provided by or through the Websites and Services. You shall not remove or obscure the copyright notice or other notices contained on data or information accessed through Websites or Services.
7. Third Party Data Providers’ Requirements. These Terms and Conditions are subject to all contractual and legal requirements of our Data Providers as may be imposed from time to time. Except as otherwise expressly set forth herein, nothing in these Terms and Conditions shall be construed to create any rights or obligations in, or otherwise on behalf of any third parties. Certain of our third party data providers’ contractual or other usage restrictions are listed in the Selected Third Party Data Providers Restrictions section.
8. Content Disclaimer. We do not represent or guarantee that any of the information available through the Websites or Services is accurate, complete, reliable, current, or appropriate for your needs. Some content available through the Websites and Services may obtained from, or provided by, independent third party Data Providers and we take no responsibility for any such Data Provider content. In addition, The Websites and Services may provide you with the ability to access information, material or other content from third parties, including through links to other websites and/or forums on which users or other third parties may post content. Access, viewing or use of any such third party content is made available solely at the users own risk. Such third parties shall be solely responsible and liable for all such third party content.
We are not obligated to review, filter or screen any third party content at any time and do not guarantee, attest to, verify or otherwise warrant that any third party content is or will be accurate, free from errors, defects or harmful elements, consistent with what it purports to be, appropriate to fit your needs or otherwise safe or non-objectionable.
9. No Advice. You acknowledge and agree that the websites and services, including any scoring, rating, classification, and comparables data provided, are not intended to and shall not be deemed to constitute the provision of financial, business, professional, tax, or legal advice. You should consult with your advisors and counsel regarding any specific actual or proposed situation or transaction. Credifi and its affiliates and their respective data providers offer no advice regarding the purchase, sale, holding, suitability, compliance or default of any particular property, building, loan, investment or security. You acknowledge and agree that the use of the websites and services, and any decisions made in reliance upon the websites and/or services, are made solely at your own risk.
10. User Provided Content. In the event the Websites or Services allow you to contribute content, including by uploading data and information, posting messages, sending or sharing files and communicating with others you agree not to post, upload, e-mail, transmit, distribute, or otherwise make available through the Websites or Services any data, text, images, files, links, software, or communications (“User Content”) that (i) we consider, in our sole and absolute discretion, to violate any applicable laws, including without limitation the laws of the United States, (ii) restricts or inhibits any other user from using and enjoying the Websites or Services (iii) is threatening, abusive, harassing, defamatory, obscene, offensive, harmful, obnoxious, pornographic, profane, or indecent, (iv) contains viruses, worms, Trojan horses, harmful code, or any other element or component that has a capacity or potential to interrupt, destroy, interfere with, permit the unauthorized use of, or limit the functionality of any computer software or hardware, any telecommunications equipment, or any communications network (v) violates or infringes the rights of others, including without limitation rights under copyright, trademark, or patent law; rights of privacy or publicity; rights under defamation law; or rights under securities or other applicable law; (vi) sell or promote any product or service, (vii) promote, solicit, or partake in any multi-level marketing or pyramid scheme, (viii) post or transmit any unsolicited advertising, or promotional materials (spam) (ix) provide a false identity or claim a relationship with any business, organization, or person for which you are not authorized to claim such a relationship.
By posting, transmitting, inputting or uploading User Content to the Websites or Services, you warrant that such User Content does not violate or infringe the rights of any third parties. In addition, you automatically grant Credifi and its affiliates, under all of your intellectual property rights, a royalty-free, perpetual, irrevocable, non-exclusive, worldwide license (with the right to grant sublicenses) to use, copy, modify, distribute, publicly display, perform, and otherwise exploit such content, without compensation to you.
We have the right (but do not have any obligation) to prohibit or restrict your conduct on the Websites and Services and to edit, block, or remove any content, in whole or in part, which in our sole and absolute discretion we believe violates our Terms and Conditions, or is otherwise objectionable.
11. No Duty To Monitor The Websites/Services. You understand and agree that we have the right, but not the obligation, to monitor our Websites and Services, including to remove content, including User Content, from the Websites or Services, and for any reason. You further understand and agree that we reserve the right (but not the obligation) to review, edit, or delete any User Content before it is posted to the Websites or Services, and to refuse to allow User Content to be posted for any reason in our sole and absolute discretion.
12. Removal of Infringing Content. If you believe that any information or material violates these Terms and Conditions, infringes upon your copyrights or otherwise should be removed, you may submit a notification pursuant to the Digital Millennium Copyright Act (”DMCA”) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail): (i) Identification of the copyrighted work(s) or material claimed to have been infringed or to be the subject of infringing activity and that is to be removed (provide information reasonably sufficient to permit us to locate the material); (ii) A physical or electronic signature of the person authorized to act on behalf of the owner of the right that is allegedly infringed; (iii) Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail; (iv) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (v) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. CrediFi’s designated Copyright Agent to receive notifications of claimed infringement is:
You acknowledge that if you fail to comply with all of the requirements of this paragraph, your DMCA notice may not be valid.
If you believe that any content provided by you was improperly removed (or to which access was disabled) and is not infringing, or that you have the authorization from the copyright owner or its agent, or by law, to post and use such content, you may send us a counter-notice containing the following information to the Copyright Agent: (i) Your name, address, telephone number, and e-mail address and your physical or electronic signature; (ii) Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled; (iii) A statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and (iv) a statement that you consent to the jurisdiction of the federal court in New York, New York, and that you will accept service of process from the person who provided notification of the alleged infringement. We have the right but not the obligation to send a copy of such counter-notice to the original complaining party informing them that we may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of such counter-notice, at our sole discretion.
13. DISCLAIMER OF WARRANTIES AND LIMITS OF LIABILITY. THE WEBSITES AND SERVICES AND ALL INFORMATION, DATA AND CONTENT ON OR AVAILABLE THROUGH THE WEBSITES AND SERVICES IS MADE AVAILABLE TO YOU ON AN “AS IS,” “AS AVAILABLE” BASIS. CREDIFI, ITS PARENTS, SUBSIDIARIES, AFFILIATES, AND THIRD PARTY DATA PROVIDERS AND MOBILE APPLICATION DISTRIBUTORS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR REPRESENTATIVES (“COLLECTIVELY THE “CREDIFI PARTIES”) MAKE NO WARRANTIES OR REPRESENTATIONS, OF ANY KIND WHATSOEVER, EXPRESS, STATUTORY OR IMPLIED AS TO (1) THE OPERATION AND FUNCTIONALITY OF THE WEBSITES AND SERVICES, (2) THE COMPLETENESS, ACCURACY, INTEGRITY, QUALITY, LEGALITY, USEFULNESS, SAFETY, AND INTELLECTUAL PROPERTY RIGHTS OF ANY OF THE INFORMATION, DATA AND CONTENT ON OR AVAILABLE THROUGH THE WEBSITES AND SERVICES, INCLUDING BUT NOT LIMITED TO THE ACCURACY, RELEVANCE, OR CORRECTNESS OF ANY BUILDING, LOAN, LENDER, BORROWER, OR BUSINESS CLASSIFICATION, SCORING, RATING, COMPARATIVE ANALYSIS, OR OTHER BUSINESS INFORMATION AND/OR ANALYTICS CONTAINED ON THE WEBSITES OR SERVICES. THE CREDIFI PARTIES FURTHER DISCLAIM ALL WARRANTIES, EXPRESS, STATUTORY, OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NO INFORMATION OR ADVICE PROVIDE BY ANY CREDIFI PARTY SHALL CREATE ANY WARRANTY, REPRESENTATION, OR CONDITION NOT EXPRESSLY STATED HEREIN.
THE CREDIFI PARTIES DISCLAIM ALL LIABILITY, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO, LOST PROFITS, OR DAMAGES THAT RESULT FROM INCONVENIENCE OR DELAY), OR CLAIMS ARISING IN TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR CLAIMS RESULTING FROM BUSINESS INTERRUPTION, LOSS OF OR DAMAGE TO REPUTATION, LOSS OF INFORMATION OR DATA, LACK OF TRUTHFULNESS, ACCURACY, COMPLETENESS OR TIMELINESS OF THE WEBSITES OR SERVICES OR THE INFORMATION MADE AVAILABLE THROUGH THE WEBSITE OR SERVICES; ANY DECISION MADE OR ACTION TAKEN BY YOU OR ANYONE ELSE IN RELIANCE UPON SUCH INFORMATION, OR DATA OR THE WEBSITES OR SERVICES; OR HARM OR INJURY RESULTING FROM ANY INTERRUPTION OR DELAY OF ANY DATA, INFORMATION OR ANY OTHER ASPECT OF THE WEBSITES OR SERVICES EVEN IF CREDIFI HAS BEEN ADVISED OF OR IS OTHERWISE AWARE OF THE POSSIBILITY OF ANY OF THE FOREGOING. YOUR USE OF THE CREDIFI SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY RESULTING LOSS OR DAMAGE, INCLUDING BUT NOT LIMITED TO LOST REVENUE OR PROFITS, ANY LOSS OF DATA, OR DAMAGE TO YOUR COMPUTER FROM VIRUSES THAT MAY BE DOWNLOADED TO YOUR COMPUTER.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, THE LIMITATION OR EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF YOU RESIDE IN SUCH A JURISDICTION, THE ABOVE LIMITATIONS SHALL APPLY TO YOU TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.
THE CREDIFI PARTIES’ MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY CAUSE OR LIABILITY WHATSOEVER, WHETHER SUCH LIABILITY ARISES DUE TO NEGLIGENCE, BREACH OF CONTRACT, MISREPRESENTATION OR FOR ANY OTHER REASON, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (I) THE AMOUNT PAID, IF ANY, BY YOU TO CREDIFI IN CONNECTION WITH THE WEBSITES AND SERVICES IN THE 6 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY OR (II) US$100.00.
THE WEBSITES AND SERVICES MAY CONTAIN LINKS TO THIRD PARTY WEBSITES AND WE ASSUME NO RESPONSIBILITY AND HAVE NO CONTROL OVER THE INFORMATION AND OR CONTENT CONTAINED THEREIN. WE DISCLAIM ALL LIABILITY ASSOCIATED WITH YOUR USE OF SUCH THIRD PARTY SITES.
14. Indemnification. You agree to indemnify and hold harmless Credifi and its affiliates and third party Data Providers and their respective officers, directors, employees, agents and representatives, from and against any and all claims, including, but not limited to, any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and reasonable attorney’s fees, of every kind and nature, arising from or relating to your use of the Websites or the Services or the information made available through the Websites or the Services and/or your violation of these Terms and Conditions or any third party’s rights, including, but not limited to, copyright, proprietary rights, and rights under defamation law.
15. Force Majeure. In addition to applicable disclaimers identified above our performance under these Terms and Conditions shall be excused in the event of interruption and/or delay due to causes beyond our reasonable control, such as acts of God, acts of any government, war or other hostility, civil disorder, the elements, fire, earthquake, explosion, acts of terrorism, power failures, equipment failure, industrial or labor disputes, acts of third party information providers, third party software errors or failures or communications interruptions or failures.
You agree, represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
20. Survival. Sections 4, 6, 7, 8, 9, 10, 12, 13, 14, 16, 18, and 20 shall survive the termination of these Website Terms and Conditions and shall apply indefinitely.
Last updated August 20, 2015.