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Third Party Terms & Conditions

2.3.1 The Customer acknowledges that certain information and/or data provided via ‘VesselsValue Data Services’ is provided by the following third parties (‘Licensors’):

Idwal Marine Service Ltd provides inspection report scores which are incorporated in the Condition Adjusted Value calculations;

Spire Global Inc. provides satellite and terrestrial AIS data services;

Baltic Exchange Information Services Limited (“BEISL”) provide rate indices.   

While reasonable care has been taken by BEISL in providing this information, all such information is for general use, provided without warranty or representation, and is not designed to be used for or relied upon for any specific purpose. BEISL will not accept any liability for any loss incurred in any way whatsoever by any person who seeks to rely on the information contained herein. 

All intellectual property and related rights in this information are owned by BEISL. Any form of copying, distribution, extraction or re-utilisation of this information by any means, whether electronic or otherwise, is expressly prohibited. Persons wishing to do so must first obtain a licence to do so from BEISL;

Viamar AS provides VesselsValue Fundamental Ship Value and Earnings Forecast which are incorporated in the ‘VV Forecast Market Value’ methodology. ViaMar additionally undertakes shipping consultancy;

ORBCOMM provides VesselsValue with satellite AIS data services and premium terrestrial AIS data services;

PwC issues discount rates every quarter for standard aged ships in the main sectors to the LTAV Association of which VesselsValue is a member. The VV default discount rate for a vessel is determined from these rates and incorporated into the ‘VV DCF Values’;

Strategic Offshore Research provides charter information for past, present and future charters of Offshore Construction Vessels and Offshore Support Vessels. The charter information provided is used in ‘VV FCOM’.

All information and/or data provided by Licensors is provided without warranty of any kind and all warranties, conditions and terms, whether express or implied by statute, common law or otherwise are hereby excluded to the maximum extent permitted by law. Without limiting the effect of the foregoing, Licensors do not warrant that the information and/or data provided by it is accurate, complete, reliable, secure, useful, fit for purpose or timely or that it will be suitable for or be capable of being used by the Customer or any third party. To the maximum extent permitted by law, Licensors accept no liability or responsibility for any action taken as a result of the information and/or data provided by any Licensor and access to and use of such information and/or data shall not give rise to any duty of care or other duty of any kind between the Customer and the Licensor.

2.3.2 When the Vessels Value Data Services provided under an Order include a Spire Global Inc. data feed (‘Spire Data’) the following additional terms apply and are incorporated into the Terms of Use.

License

(a) Customer is granted no more than a non-exclusive, non-transferable, non-sublicensable, revocable license to use the Spire Data solely for Customer’s internal business purposes and not directly for any revenue generating purposes. Such license shall be further subject to any parameters and limitations on use or users detailed in the Order;

Restrictions

(b) Customer is prohibited from:

  • (i) Distributing or otherwise making any part of the Data accessible in any form to any third party. The license granted by clause 2.2 of the Terms of Use permitting limited sharing of data with third parties is expressly excluded;
  • (ii) changing or modifying any of the Spire Data itself (e.g., changing the identity of a ship or its location) unless the Customer reasonably believes the Spire Data to be incorrect;
  • (iii) attempting to authorize, allow or cause title to the Spire Data to pass to the Customer or any other third party;
  • (iv) reverse engineering, disassembling or otherwise decompiling the Spire Data;
  • (v) removing or altering any notice of Spire’s Intellectual Property Rights included as part of the Spire Data;
  • (vi) use the Spire Data in connection with building a competitive service to the Spire Data; and
  • (vii) directly or indirectly impairing, disputing or contesting the ownership of the Spire Data;

(c) Customer shall be fully liable to Spire for use by any of its Users (e.g., authorized employees and consultants as applicable) of the Data in breach of the Terms of Use or these additional terms;

Intellectual Property

(d) Customer shall acknowledge that:

  • (i) the Spire Data and its sequence, structure and organization are the Intellectual Property Rights of Spire and its licensors;
  • (ii) all Spire Data is commercial technical data developed exclusively at private expense and that commercial license rights are asserted and provided consistent with those contained in the Terms of Use;
  • (iii) the Data is not sold or transferred to the Customer (and title to Spire Data shall not pass to the Customer); and
  • (iv) except as expressly provided above in the express license grant, no rights or licenses are granted to the Customer with respect to Spire Data or any other Intellectual Property Rights of Spire, by implication, estoppel or otherwise;

Audit

(e) Customer agrees that Spire may directly audit the Customer for compliance with the Terms of Use, including these additional terms using procedures similar to those described in the Terms of Use.

Limitation of Liability

(f) Customer acknowledges that Spire Data is provided on an “as is” and “as available” basis;

(g) Spire disclaims and excludes:

  • (i) all warranties (express, implied or otherwise) with respect to Spire Data, specifically including the implied warranties of merchantability, fitness for a particular purpose and noninfringement, any warranties with respect to the accuracy, reliability, availability, quality, or completeness of Spire Data, and the success of the Customer in obtaining any particular outcome with Spire Data; and
  • (ii) all of Spire’s liability for any damages, whether direct, indirect, incidental, or consequential, arising from the use of Spire Data, and to the fullest extent permitted by applicable law;

(h) If, contrary to the intent of the parties, Spire is found liable to the Customer:

  • (i) in no event shall Spire’s aggregate liability with respect to any damages, losses, liabilities, costs and expenses arising out of or relating to the Spire Data, or any other subject matter, exceed a sum equal to the amounts paid by the Customer to VV under the Order for use of the Spire Data for the previous three-month period; and
  • (ii) in no event shall Spire be liable for any special, indirect, incidental, exemplary, consequential or punitive damages including but not limited to lost revenue, profit, savings or business, howsoever caused and regardless of whether Spire was advised of the likelihood of such damages occurring;

(i) Spire is not required to perform any obligation or incur any liability unless and to the extent Spire agrees in writing thereto in advance;

Term & Termination

(j) The license for the Customer to use Spire Data shall terminate upon material breach of the Terms of Use or these additional terms by the Customer (following an opportunity to cure not to exceed thirty (30) days) and shall also terminate automatically upon any termination or expiration of the Order. Customer shall be obligated to destroy the Data in its possession or control upon expiration or termination on a best efforts basis;

Miscellaneous

(k) Third Party Beneficiary. Spire is designated as an express third-party beneficiary of the Terms of Use to the extent that they relate to the Spire Data;

(l) Compliance with laws. Customer shall be obligated to comply with all applicable Laws in connection with its use of Spire Data and otherwise in connection with the exercise of its rights and performance of its obligations under the Terms of Use.

Updated: 4th July 2023