Last Updated: February 2020
FactSet Research Systems Inc. (“FactSet”) on behalf of itself and its affiliates agrees to provide, and You agree to use, the FactSet Data described below according to the terms and conditions below (the “FactSet Terms”).
License of Databases, Consulting and Software
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Restrictions of Use; Proprietary Rights
FactSet provides the FactSet Data solely and exclusively for Your internal use and for business purposes only in Your business. You will not use or permit any individual or entity under Your control to use the FactSet Data for any unlawful or unauthorized purpose.
Except as otherwise expressly provided in these FactSet Terms, You agree that You will not copy, transfer, distribute, reproduce, reverse engineer, decrypt, decompile, disassemble, create derivative works from or make any part of the FactSet Data available to others. You may use Insubstantial Amounts of the FactSet Data in the normal conduct of Your business for use in reports, memoranda and presentations to Your employees, customers, agents and consultants, but FactSet and its respective affiliates reserve all ownership rights and rights to redistribute the FactSet Data. “Insubstantial Amounts of the FactSet Data” means an amount of the FactSet Data that (i) has no independent commercial value as a database, (ii) could not be used by You as a substitute for the FactSet Data or any part of it, (iii) is not separately marketed by You, any of Your affiliates or a third-party source, and (iv) is not regularly or systematically retrieved in a manner that does not satisfy clauses (i), (ii) and (iii) of this definition. FactSet will have the right to require You to cease Your use of the FactSet Data immediately if, in the sole reasonable judgment of FactSet, FactSet believes that Your use involves more than an Insubstantial Amount of the FactSet Data.
FactSet represents and You acknowledge that the FactSet Data and its component parts were developed, compiled, prepared, revised, selected and arranged by FactSet or its affiliates through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, money and originality and that they constitute valuable intellectual property and trade secrets of FactSet. At FactSet’s expense and reasonable request, You agree to cooperate with FactSet to protect the proprietary rights in the FactSet Data during the term of the User Agreement. You covenant to (i) retain all copyright, trademark, service mark and other proprietary notices contained in the FactSet Data on any copy made by You; and (ii) not modify the FactSet Data in a way that would constitute an infringement of any third party intellectual property rights. You agree to notify FactSet promptly in writing of any unauthorized access or use of which You become aware or any claim that the FactSet Data or any component parts infringes on any copyright, trademark or other contractual or statutory or common law right. Neither party will use any trademarks, website marks, names, logos, or other identifiers of the other party without the prior written permission of the relevant party. In addition, neither party may use the other party’s trademarks: (A) in, as or as part of that party’s own trademarks or those of any third parties, (B) in a manner likely to cause confusion, or (C) in a manner that implies inaccurately that a party sponsors, endorses or is otherwise connected with the other party’s own activities, products or services. You will not, under any circumstances, remove any trademarks, copyrights or other related visual marks and logos from the information provided or from any reproduction or redistribution of such information.
FactSet may, in its sole discretion, terminate Your use of the FactSet Data for any reason including: (i) breach by You of the FactSet Terms, or (ii) conduct by You that is harmful to FactSet’s business.
You may not use, or assist any third party in using, any portion of the FactSet Data in any way to compete with the FactSet Data. If FactSet believes, in good faith, that You are competing with FactSet, then FactSet may terminate the FactSet Terms, consider the activity a material breach of the FactSet Terms and pursue any and all remedies for the breach.
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Warranties and Disclaimers
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None of FactSet or its respective affiliates will have any liability for any lost profits or direct, indirect, special, consequential, punitive or exemplary damages, even if advised in advance of the possibility of these types of damages.
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