Comparables.ai

Terms of Service

Last updated: May 26, 2022

These Comparables.ai Terms of Service (the “Agreement“) between the Customer and Comparables Oy (a Finnish limited liability company with a business ID 3196103-1 “Comparables”) set forth the terms and conditions for the use of the Comparables.ai platform and services including all content, services and/or products available on or through the platform (collectively, the “Service”).

IT IS IMPORTANT THAT YOU READ AND UNDERSTAND THE FOLLOWING TERMS AND CONDITIONS. BY REGISTERING WITH THE SERVICE AND/OR BY CLICKING AN “I ACCEPT” OR SIMILAR BUTTON OR BY OTHERWISE ENTERING INTO THIS AGREEMENT YOU CONFIRM THAT YOU HAVE READ AND UNDERSTOOD THE TERMS AND CONDITIONS SET OUT BELOW AND THAT YOU AGREE, AND YOU ARE AUTHORIZED, TO BIND THE CUSTOMER BY THIS AGREEMENT. IF YOU DO NOT ACCEPT OR UNDERSTAND THIS AGREEMENT, PLEASE DO NOT USE OR ACCESS THE SERVICE.

Any referral to “Agreement” shall include these Terms of Service and the documents referred to herein. In addition to these Terms of Service, you agree to abide by any supplemental policies, procedures or operating rules of the Service, such as any usage restrictions and usage limits, that may be published from time to time on the Service, each of which is incorporated herein by reference.

1. DEFINITIONS

For the purpose of this Agreement, the following capitalized terms shall have the meanings defined below:

“Authorized User” shall mean the Customer subscribing to the Service as an individual or the Customer's employees, agents, contractors, consultants, suppliers or other individuals who are authorized by the Customer to use the Service under this Agreement.

“Customer” shall mean the individual or entity that, upon agreeing to the Agreement, subscribes to the Service.

“Information” shall mean information, data, analyses, opinions and other content contained in the Service.

“Service” shall mean the Comparables.ai platform in the form provided by Comparables from time to time and which may be accessed and/or used via a web browser.

“Intellectual Property Rights” shall mean all intellectual property rights, including copyrights, trademarks, trade names, patents, utility models, designs, database rights, methods, processes and inventions, and any other intellectual property rights, whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights.

2. THE SERVICE

2.1 Upon the subscription of the Service and subject to the terms of this Agreement and Comparables’s price list in force from time to time, if applicable, Comparables hereby grants to the Customer a limited, non-exclusive, non-transferable license to access and use the Service as it is made available by Comparables from time to time solely for informational purposes.

2.2 The person signing or otherwise accepting this Agreement represents that it has the authority to bind the Customer to this Agreement.

2.3 Unless otherwise expressly agreed, a separate subscription to the Service is required for each Authorized User. User credentials are personal to each Authorized User and the use of the Service is not allowed by anyone other than the Authorized User to whom Comparables has provided access to use the Service.

2.4 The Customer shall not on the basis of this Agreement have any rights to modify, decompile, reverse engineer, access the source code of or transfer, assign, sublicense or distribute the Service or any part thereof.

2.5 All Intellectual Property Rights in and to the Service are and shall at all times remain the sole and exclusive property of Comparables and/or any relevant third parties. The Service is licensed, not sold, to the Customer and the Customer does not acquire any rights of ownership in the Service. Nothing in this Agreement shall constitute a transfer of any Intellectual Property Rights of Comparables or any third party to the Customer. All rights not expressly granted to the Customer shall be retained by Comparables or its licensors.

3. CHANGES TO THE SERVICE

Comparables may, from time to time, under its sole discretion, modify and/or update the Service or a part thereof. Comparables shall notify the Customer of all such changes. This Agreement will automatically apply to all updates, modifications or amendments to the Service.

4. RESTRICTION ON USE OF THE SERVICE

4.1 The Service is licensed to the Customer only under the terms of this Agreement, and Comparables reserves all rights not expressly provided herein.

4.2 The Customer shall not make the Service available to anyone else than the Authorized users.

4.3 The Customer and Authorized User may use the Service only if the Customer and Authorized User is older than eighteen (18) years of age on the day of signing up for the Service. Aside from the age limit, the Service may only be used by the Customer if the Customer is legally capable of entering into a valid contract and not barred from entering into contracts for any reason other than age.

4.4 The Customer may not sublicense, rent, lease, loan, sell, or distribute the Service.

4.5 The Customer may not use the Service to develop any applications, software or otherwise that could in any way interact or interfere with the performance of the Service or any portion thereof.

4.6 The Customer shall not attempt to gain unauthorized access to use the Service or its related systems or networks.

4.7 The Customer shall not on the basis of this Agreement have any rights to modify, decompile, bootleg, reverse engineer, disassemble, translate, or extract the inner workings of any software constituting part of the Service, or the Service’s structural framework, or otherwise attempt to derive the source code of, modify, or create derivative works of any such software.

4.8 The Customer shall not copy the Service or any part, feature, function or user interface thereof, or create derivative works of the Service or any part, feature, function or user interface thereof.

4.9 The Customer shall not use any automated system, including without limitation, “robots,” “spiders,” “offline readers”, “web scraping technology”, etc., in connection with the Service.

4.10 The Customer shall not copy or redistribute Information contained in the Service, except as specifically authorized by the functions made available within the Service.

4.11 The Customer agrees that Comparables may terminate or suspend the Customer’s access to the Service immediately, if the Customer is found to be in violation of this Section

4.5. GENERAL RIGHTS AND RESPONSIBILITIES OF THE CUSTOMER

5.1 The Customer shall:

5.1.1 maintain confidential and secure all identifying codes and passwords relating to the Service and ensure that all Authorized Users use the Service in accordance with the terms and conditions of this Agreement and comply with the obligations set out herein. The Customer shall be liable for the actions of the Authorized Users as of its own actions and be responsible for any Authorized User’s breach of this agreement; and

5.1.2 prevent unauthorized access to or use of the Service, and notify Comparables promptly of any such unauthorized access or use.

6. PROCESSING OF PERSONAL DATA

The Privacy Policy, available at www.comparables.ai/privacy-policy, is incorporated into this Agreement by reference. The Customer agrees, on behalf of itself and the Authorized Users, that Comparables may, acting as a controller, collect, use, process and store personal data, including without limitation business contact information (such as names, business phone numbers, and business e-mail addresses, and other categories of information processed in connection with the Service) and information about usage of the Service, in accordance with the Privacy Policy. The Customer is responsible for ensuring that the Authorized Users are informed about the processing of their personal data in accordance with the Privacy Policy and accept the privacy practices described in the Privacy Policy.

7. FEES AND PAYMENT


7.1 If the Customer chooses to subscribe for a paid subscription, the Customer agrees to pay Comparables the fees set forth in Comparables’s price list in force from time to time as compensation for the use of the Service.

7.2 The Customer shall pay the fees in accordance with the payment terms provided by Comparables through the Service. Except as expressly set forth herein, all fees are non-refundable once paid.

7.3 All prices quoted are net amounts and exclusive of VAT or any other applicable sales tax, as the case may be, which will be added to the invoices where applicable.

7.4 Comparables shall have the right to adjust the fees and prices for the Service from time to time. Any change in the pricing for the Service shall be notified by Comparables to the Customer in writing at least one (1) month prior to such change taking effect. In the case the Customer does not accept the price amendment, the Customer shall have the right to terminate the Agreement as of the effective date of the price amendment by a written notice to Comparables, which notice shall be issued at least seven (7) days (monthly and annual subscriptions) prior to the effective date of the price amendment. Any price list changes shall not apply to ongoing subscription terms that have already been paid for by the Customer, but they shall be applied to any renewals of such Service subscription terms. If the Customer does not issue a termination notice as set out above, the price amendment shall be deemed to be approved by the Customer.

8. OWNERSHIP

8.1 Except for the limited license rights expressly provided herein, Comparables and relevant third parties have and will retain all rights, title and interest (including, without limitation, all patent, copyright, trademark, trade secret and other Intellectual Property Rights) in and to the Service, whether or not specifically recognized or perfected under the laws of the country where the Service is used. The Customer shall not take any action that jeopardizes such proprietary rights or acquire any right in or to the Service, except for the limited license specified in this Agreement.

8.2 Except as expressly stated herein, this Agreement does not grant the Customer any rights to, or in, patents, copyrights, database rights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or licenses in respect of the Service, any software constituting part of the Service, or any related documentation.

9. TERM AND TERMINATION


9.1 This Agreement commences on the date the Customer first accepts it and continues until the subscription to use the Service hereunder has been terminated.

9.2 Paid monthly and annual subscriptions are valid until the end of the agreed subscription period and continue automatically thereafter for consecutive renewal term(s), unless terminated by the Customer by providing Comparables with a written notice of termination prior to the expiration of the ongoing subscription term.

9.3 Unless otherwise agreed, the term of free subscriptions continues until further notice. The Customer may request termination of the subscription of the Service and this Agreement by contacting Comparables via email at support@comparables.ai.

9.4 Either Party may terminate this Agreement with immediate effect if the other Party materially breaches the provisions of this Agreement and fails to correct the breach within thirty (30) days of having received a written notice of the breach. The Customer acknowledges that a failure by the Customer to pay the fees set forth in this Agreement shall constitute a material breach of this Agreement and the Customer acknowledges that Comparables may cease to provide the Service to the Customer due to such failure by the Customer without prior notice.

9.5 If this Agreement is terminated by Comparables in accordance with Section 9.3, the Customer shall not be refunded for any fees paid hereunder.

9.6 Upon termination of the subscription, the Customer’s user account may be deleted permanently.

9.7 The provisions of this Agreement which by their nature reasonably should survive the termination or other expiration of this Agreement shall survive any expiration or termination of this Agreement.

10. INDEMNIFICATION BY CUSTOMER

10.1 The Customer shall indemnify, defend and hold Comparables harmless from and against any and all liability, loss or damage in connection with any third-party claim, demand or judgment arising out of or relating to the Customer’s use of the Service in breach of this Agreement.

11. NO WARRANTY

11.1 The service shall be provided "as is", without warranty of any kind, express or implied, including but not limited to the warranties of merchantability, fitness for a particular purpose or performance, or any warranty concerning the completeness, accuracy or timeliness of the Information or results to be obtained from the Service. The customer is solely responsible for ensuring that the service is suitable for the purposes for which customer intends to use it.

11.2 The Information may be drawn from data published on various dates. The Information does not constitute investment advice and Comparables and its content providers are not responsible for any trading decisions, damages or other losses related to the Information or its use. The Customer is responsible for verifying all of the Information before using it and should not make any investment or other decisions based on the Information without consulting a professional financial adviser.

11.3 Comparables does not guarantee that the service will function error-free or uninterrupted. The customer acknowledges that Comparables does not control the transfer of data over communication facilities, including the internet, and that the service may be subject to limitations, delays and other problems inherent in the use of such communication facilities.

11.4 For the avoidance of doubt, Comparables does not warrant the continued availability of the service and it shall not be liable to compensate the Customer any downtime of the service.

12. LIMITATION OF LIABILITY


12.1 To the extent permitted by applicable laws, in no event shall Comparables be liable for any incidental, special, indirect or consequential damages whatsoever, including, without limitation, damages for loss of profits, loss of data, business interruption or any other commercial damages or losses, arising out of or related to the Customer’s use or inability to use the service, however caused, regardless of the theory of liability (contract, tort or otherwise), even where Comparables has been advised of the possibility of such loss or damage.

12.2 Comparables shall not in any way be liable for the Customer’s own use of the Service or any damages or losses resulting thereof. Comparables shall have no liability arising out of any unavailability of the service.

12.3 Comparables accepts no liability whatsoever for any problems caused by network connections or electricity supply, or any other problems relating to any service or product provided by any third-party service provider.

12.4 The aggregate maximum liability of Comparables towards the Customer shall be limited the amount of EUR 100 or the total fees paid by the Customer for the Service during the period of twelve (12) months immediately preceding the receipt of the claim for damages, whichever of them is lower.

12.5 Notwithstanding and without limiting the generality of the foregoing, the limitations of liability shall not apply to damages caused intentionally or by gross negligence.

12.6 Many jurisdictions have consumer protection laws that limit the waiver of certain rights. Comparables respects these laws and hence no provision of this Agreement shall waive such rights granted in various jurisdictions.

13. MISCELLANEOUS

13.1 Reference use. Comparables is allowed to use the Customer's name and logo in its marketing of the Service pursuant to good business practises unless the Customer expressly denies Comparables’s reference right by providing Comparables a written notice of the same.

13.2 Assignment. The Customer may not, without Comparables’ prior written consent, assign this Agreement, or any of its rights or obligations under this Agreement, to any party. Comparables may assign this Agreement to any of its affiliated companies or a third party or as a part of a sale of its business operations pertaining to this Agreement or a part thereof without the Customer’s consent.

13.3 Amendments. Comparables is entitled to amend this Agreement by providing the Customer with a one (1) month prior written notice to the Customer’s and/or the Authorized Users’ email address. If the Customer does not accept the changes made by Comparables to this Agreement, the Customer has the right to terminate the Agreement by notifying Comparables thereof in writing at least two (2) weeks prior to the effective date of such change.

13.4 Entire Agreement. This Agreement constitutes the entire agreement and understanding between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, negotiations and representations between the Parties, whether written or oral, with respect hereto. This Agreement shall be construed as having been mutually drafted by the Parties without regard to any actual division of responsibility in the drafting hereof.

13.5 Construction. The headings in this Agreement are intended for convenience only and shall not affect the meaning or interpretation hereof. Unless the context otherwise requires, the singular shall include the plural and the plural shall include the singular.

13.6 Partial invalidity. Should any of the provisions of this Agreement be, or become invalid or unenforceable, in whole or in part, this shall not affect the validity of the remaining provisions.

13.7 Morningstar disclaimer. © 2022 Morningstar. All Rights Reserved. The information, data, analyses and opinions (“Information”) contained herein: (1) include the proprietary information of Morningstar and its content providers; (2) may not be copied or redistributed except as specifically authorised; (3) do not constitute investment advice; (4) are provided solely for informational purposes; (5) are not warranted to be complete, accurate or timely; and (6) may be drawn from data published on various dates. Morningstar is not responsible for any trading decisions, damages or other losses related to the Information or its use. Please verify all of the Information before using it and don’t make any investment decision except upon the advice of a professional financial adviser. Past performance is no guarantee of future results. The value and income derived from investments may go down as well as up.

14. GOVERNING LAW AND DISPUTE RESOLUTION

14.1 This Agreement and the rights and obligations of the parties hereto shall be governed by and construed in accordance with the laws of Finland, excluding its conflict of law rules.

14.2 Any dispute, controversy or claim arising out of or relating to this Agreement, a breach, termination or invalidity hereof shall be attempted to be amicably settled through negotiations between the Parties and failing the same, shall be settled by the district court of Helsinki, Finland. 

2.

2.1

THE SERVICE

Upon the subscription of the Service and subject to the terms of this Agreement and Comparables’ price list in force from time to time, if applicable, Comparables hereby grants to the Customer a limited, non-exclusive, non-transferable license to access and use the Service as it is made available by Comparables from time to time solely for informational purposes.

2.2

The person signing or otherwise accepting thisAgreement represents that it has the authority to bind the Customer to thisAgreement.

2.3

Unless otherwise expressly agreed, a separatesubscription to the Service is required for each Authorized User. Usercredentials are personal to each Authorized User and the use of the Service isnot allowed by anyone other than the Authorized User to whom Comparables has providedaccess to use the Service.

2.4

The Customer shall not on the basis of thisAgreement have any rights to modify, decompile, reverse engineer, access thesource code of or transfer, assign, sublicense or distribute the Service or anypart thereof.

2.5

All Intellectual Property Rights in and to the Service are and shall at all times remain the sole and exclusive property of Comparables and/or any relevant third parties. The Service is licensed, not sold, to the Customer and the Customer does not acquire any rights of ownership in the Service. Nothing in this Agreement shall constitute a transfer of any Intellectual Property Rights of Comparables or any third party to the Customer. All rights not expressly granted to the Customer shall be retained by Comparables or its licensors.

3

CHANGES TO THE SERVICE

Comparables may, from time to time, under its sole discretion, modify and/or update the Service or a part thereof. Comparables shall notify the Customer of all such changes. This Agreement will automatically apply to all updates, modifications or amendments to the Service.