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INDEPENDENT
ECONOMIC ANALYSIS (HOLDINGS) LIMITED ("IDEAglobal.com")
STANDARD
TERMS AND CONDITIONS FOR IDEAglobal.com's IDEAfirst
SERVICE
1.
These
terms shall be incorporated into every agreement ("Agreement")
with a subscriber ("Subscriber") for the supply of
IDEAglobal.com's IDEAfirst service ("IDEAfirst Service")
to the exclusion of any terms imposed or sought to
be imposed by a Subscriber. Each Agreement for IDEAglobal.com
Services shall come into effect only when signed by
both the Subscriber and IDEAglobal.com. For this purpose,
the Subscriber hereby warrants and represents to IDEAglobal.com
that its signatory to the Agreement is acting with
the full and explicit authority of the Subscriber,
and that the authorised signatory has full authority
and capacity to enter into and execute the Agreement
on the Subscriber's behalf. The Subscriber shall accordingly
be bound by the terms hereof and IDEAglobal.com shall
be entitled to rely upon the Subscriber's representations.
2.
Unless otherwise agreed, each Agreement for the IDEAfirst
Service shall come into effect only when signed by
IDEAglobal.com and commence as from the agreed Commencement
Date and subject as provided hereafter will continue
for a period of 1 year and for further periods of
1 year thereafter until terminated by the Subscriber
giving to IDEAglobal.com not less than 3 months notice
in writing expiring at the end of the relevant 1 year
term.
3. (a) Unless otherwise agreed, subscriptions for
the IDEAfirst Service shall be IDEAglobal.com's standard
price at the time the subscription is due and shall
be due and payable, in full without set-off or deduction,
annually in advance within 15 days of invoice. Daily
interest shall be chargeable on overdue invoices at
the rate of 15% per annum.
(b) All sums due to IDEAglobal.com are exclusive of
Goods and Services Tax, Value Added Tax ("VAT") and
any other use or sales taxes, duties, or levies imposed
by any authority, government or government agency
which may apply or be introduced from time to time
which shall be charged thereon in accordance with
the relevant regulations in force at the time of providing
the Service and shall be paid by the Subscriber. If
a Subscriber is required by any tax authority to account
for withholding tax (or similar duties or taxes) in
respect of any subscription due to IDEAglobal.com,
the subscription shall be grossed up so that IDEAglobal.com
actually receives the amount which would have been
payable had such withholding tax not been so accounted
for.
4.
EACH SUBSCRIBER AGREES AND ACKNOWLEDGES THAT:
(a) IDEAglobal.com, ITS SUBSIDIARIES, ASSOCIATES,
AND AFFILIATES ("IDEAglobal.com GROUP") OBTAINS INFORMATION
FOR ITS ANALYSIS AND FORECASTS FROM SOURCES WHICH
IDEAglobal.com GROUP CONSIDERS RELIABLE, BUT IDEAglobal.com
GROUP DOES NOT GUARANTEE THE ACCURACY OR COMPLETENESS
OF ITS ANALYSIS AND FORECASTS, OR ANY INFORMATION
CONTAINED THEREIN.
(b)
THE USE AND INTERPRETATION OF THE INFORMATION, ANALYSIS
AND FORECASTS CONTAINED IN THE IDEAfirst SERVICE REQUIRE
FINANCIAL SKILL AND JUDGEMENT. THE SUBSCRIBER WARRANTS
THAT IT HAS SUCH SKILL AND JUDGEMENT AND SHALL BE
SOLELY RESPONSIBLE FOR ANY OPINIONS, RECOMMENDATIONS,
FORECASTS OR OTHER COMMENTS MADE OR ACTIONS TAKEN
BY IT BASED ON SUCH INFORMATION, ANALYSES AND FORECASTS.
(c)
IDEAglobal.com GROUP MAKES NO GUARANTEE AS TO THE
QUALITY OR QUANTITY OF INFORMATION TO BE PROVIDED
UNDER THE FIRST CALL SERVICE.
(d)
IDEAglobal.com GROUP WILL NOT BE LIABLE TO SUBSCRIBERS
(NOR WILL ANY REFUND OF SUBSCRIPTIONS BE DUE) FOR
ANY DELAY IN DELIVERY OF THE FIRST CALL SERVICE OR
FOR LOSS OR DAMAGE ARISING OUT OF ANY INTERRUPTION
OR FAULTS BEYOND IDEAglobal.com'S CONTROL IN THE SUPPLY
OF ANY IDEAglobal.com SERVICES, INCLUDING IN PARTICULAR
NON-RECEIPT OF THE FIRST CALL SERVICE BECAUSE OF FAILURE
IN THE TELECOMMUNICATION SYSTEM AND/OR THE UNAVAILABILITY
OF PERSONS DESIGNATED BY THE SUBSCRIBER TO BE ENTITLED
TO THE FIRST CALL SERVICE DESPITE REASONABLE ATTEMPTS
TO CONTACT THEM.
(e)
ALL CONDITIONS WARRANTIES REPRESENTATIONS AND RESPONSIBILITIES
EXPRESSED OR IMPLIED BY STATUTE COMMON LAW OR OTHERWISE
IN RELATION TO THE FIRST CALL SERVICE ARE EXCLUDED
AND DISCLAIMED AND IN NO EVENT SHALL IDEAglobal.com
GROUP BE LIABLE FOR ANY LOSS OR DAMAGE (WHETHER DIRECT
OR CONSEQUENTIAL, FORESEEN OR UNFORESEEN) ARISING
OUT OF THE FIRST CALL SERVICE. IDEAglobal.com GROUP'S
LIABILITY TO THE SUBSCRIBER IN EACH YEAR OF THIS AGREEMENT
ARISING OUT OF THE FIRST CALL SERVICE SHALL BE LIMITED
TO THE SUBSCRIPTIONS PAID BY THE SUBSCRIBER FOR THE
FIRST CALL SERVICE IN RESPECT OF SUCH YEAR.
5.
(a) Information given to the Subscriber to the IDEAfirst
Service is often uniquely obtained by IDEAglobal.com
and is given in strictest confidence. Accordingly,
it may be used by Subscribers for the purposes of
their internal risk management only and for no other
purpose. The Subscriber agrees to indemnify and keep
indemnified IDEAglobal.com against all losses, claims
costs, expenses, damages and other liability incurred
by IDEAglobal.com of any nature whatsoever as a result
of breach of this clause by the Subscriber.
(b)
Without prejudice to Condition 5(a), the Subscriber
may not relay, publish or otherwise present or disclose
to third parties any part of the IDEAfirst Service
whether in the form received by them or in any other
form and may not transfer any part of the IDEAfirst
Service to another information distribution network
or publication system whether external or internal.
6.
IDEAglobal.com shall have the right to add to, vary
or reduce the contents of the IDEAfirst Service or
to replace omit or otherwise vary any of the sources
used in the compilation of the IDEAfirst Service without
notice to the Subscriber.
7.
IDEAglobal.com shall have the right to give written
notice at any time and for any reason terminating
any Agreement forthwith, but if such termination is
not as a result of breach of an Agreement by the Subscriber,
IDEAglobal.com shall reimburse any part of the current
subscription that relates to the period after termination.
8.
The Subscriber shall obtain no copyright or other
proprietary rights in the IDEAfirst Service.
9.
IDEAglobal.com shall be entitled to assign any Agreement
to any associated company and in such event the Subscriber
agrees to treat such Agreement with effect from the
date of assignment as being entered into for all purposes
between the Subscriber and such associated company.
10.
Each agreement constitutes the complete and exclusive
statement of the agreement between the parties relating
to the IDEAfirst Service provided thereunder and supersedes
all proposals oral or written (including any representations)
and all other communication between them.
11.
All Agreements shall be governed by the laws of Singapore
and Subscribers agree to submit to the non-exclusive
jurisdiction of the Singapore Courts.
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I.D.E.A. All rights reserved. Terms
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