Online Data Subscriber Agreement
Please note that this document is currently awaiting an update for the
GDPR. In the meantime, new GDPR-ready
standard clauses for data protection and data processing
are available in our
GDPR & Data Protection Group.
This Online Data Subscriber Agreement is designed to deal with the supply
of online information or data to businesses and regulates the relationship
between the owner of a database and subscribers to that database.
For security reasons, and to ensure that subscribers do not either
inadvertently or deliberately access more of the database than they are
permitted to, the agreement provides for a limited degree of control by the
database owner over subscribers’ computers.
To restrict and regulate the “onward” use of data acquired by subscribers,
the agreement provides for the vetting of subscribers prior to the supply
of data. Furthermore, subscribers are limited as to redistribution of the
data and may, in certain cases, require the permission of the database
owner before engaging in such activity.
The database owner is shielded from liability by this agreement, both in
the case of breach by subscribers and in the case that their subsequent use
of the data (whether in accordance with their rights under the agreement or
otherwise) results in the potential for claims against the database owner.
In addition to the standard terms and conditions, a number of schedules
have been included to allow users to insert bespoke details relating to
certain elements of the agreement such as a description of the data to be
supplied, details of fee structures, any special terms which may be
relevant to certain data, and specifications for software and equipment.
Optional phrases / clauses are enclosed in square brackets. These should be
read carefully and selected so as to be compatible with one another. Unused
options should be removed from the document.
This Online Data Subscriber Agreement contains the following clauses:
1. Definitions and Interpretation
2. Nature of Agreement
3. The Data
4. Subscription Fees and Payment
5. Preconditions and Approval
6. Use of the Data
7. Software Licence
8. Subscriber’s Equipment
9. Intellectual Property
11. Liability and Indemnity
12. Term and Termination
15. Force Majeure
17. Entire Agreement
18. No Waiver
19. Law and Jurisdiction
And the following schedules:
2. Special Terms
3. Subscription Fees
5. Subscriber’s Equipment
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