SHESHUNOFF/PRATT LEGAL & REGULATORY RESEARCH CENTER
GENERAL TERMS AND CONDITIONS

By signing this Confirmation Order Form or by entering your username and password or by using or otherwise accessing the service, you (the "Licensee") agree to be bound by the terms and conditions of this agreement.

  1. DEFINITIONS
    1. "Service" means the legal and regulatory research product(s) specified in the Confirmation Order Form from Sheshunoff Information Services’ ("Sheshunoff’s") proprietary dynamically updated legal research products on the internet known as "Sheshunoff/Pratt Legal & Regulatory Research Center" and which is comprised of without limitation, all the Web pages created and copyrighted by Sheshunoff Information Services, Inc.
    2. "User" means any person designated by the Licensee who accesses the Service via the username(s) and password(s) assigned to that group. The "Licensee" means the company and department listed on the Agreement, or alternatively, all Users that correspond to that Licensee.
  2. FEES

    3. In consideration for the license granted hereunder, Licensee shall pay Sheshunoff the fee specified on the Confirmation Order Form upon the signing of this Agreement for the license under this term. Further periods will require renewal fees.

  3. LICENSE; RESTRICTIONS ON USE
    1. The Service is a proprietary product of "Sheshunoff" except insofar as it contains data, which are proprietary products of third parties ("Third Party Suppliers"), and applicable copyright laws protect all. The Service is licensed (not sold) to the Licensee for use under the following terms and conditions:
      1. Users are licensed to display via computer screen the pages of the Service and to print and/or to store in electronic form "Insubstantial Portions" of the Service for internal use by Licensee. No other uses or rights in regard to the Service are hereby granted.
      2. Limitations: Users may not create derivative works from any part of the Service for re-distribution, lease or license to any other party.
      3. "Insubstantial Portions" of information means a quantity of data, or number of records or documents which would not reasonably substitute for a copy of the Service, or a separately marketed subset thereof, and would not prejudice Sheshunoff’s advantage in exploiting the Service (or any separately marketed subset thereof) for commercial gain.

  4. ACCESS TO SERVICES
    1. Only persons authorized as users by the Licensee under the Confirmation Order Form may access and use the Service. Should one of the Users specified in the Confirmation Order Form leave the Licensee’s organization, the Licensee may replace that User with a new User upon written notification to Sheshunoff.
    2. Your username(s) and password(s) may be restricted from accessing certain materials.
    3. Sheshunoff reserves the right to monitor use of the Service by the Licensee to ensure Licensee’s compliance with access limitations to the Service.

5. TERM AND PAGE ACCESS LIMITATIONS

    1. The term of the License ("Term") shall begin on the date noted on this Agreement and is effective until the earlier of a) one year after the date noted on the Agreement or b), the date on which the License Group’s User Count exceeds the number of users included within the Agreement.
    2. Term: Automatic Renewal. Provided that the number of Users does not exceed, within the 12-month term, the limit of the number of Users purchased, and provided that the Licensee does not decline automatic renewal in writing, the agreement shall then automatically renew for successive one-year renewal terms. Sheshunoff will provide User a 45-day notice of Renewal and may revise the fees and terms of this License effective for the next renewal term of the License within the written notice. User must give notice of termination in writing or by email at least 60 days prior to expiration of the current renewal Term or within 30 days after the date of notice of any change in fees and terms. This License and your right to use the Service automatically terminate if you fail to comply with any provision of this Agreement.
  1. CONFIDENTIAL INFORMATION

    2. Sheshunoff agrees to regard and preserve as confidential all information related to the business and activities of the Licensee that may be supplied to, obtained or observed by Licensee’s agents, employees or subcontractors regarding the Licensee including, without limitation, information or material concerning the Licensee’s respective clients, organization, work, know-how, programs and products from any source or that may be developed as a result of the Agreement.

  2. GENERAL DISCLAIMER
    1. The Service and the Materials are provided by Sheshunoff on an "As Is" basis, and Sheshunoff expressly disclaims any and all warranties, express or implied, including without limitation warranties of merchantability and fitness for a particular purpose, with respect to the service or any materials and products. In no event shall Sheshunoff be liable for any indirect, incidental, punitive, or consequential damages of any kind whatsoever with respect to the service, the materials and the products.
    2. Sheshunoff retains all rights not expressly granted. Nothing in this License constitutes a waiver of the rights of Sheshunoff under applicable copyright or other Federal or State Law. The laws of the State of Texas shall govern this License.
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