These Terms and Conditions govern the Client’s access to and use of Enerdatics' data subscription services (“Services”) and apply to any Order Form referencing these terms.
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1. Subscription Grant

Enerdatics grants the Client a non-exclusive, non-transferable, revocable, worldwide right to access and use the Enerdatics Energy Transition M&A suite for internal business purposes only. The Client shall not sublicense, distribute, or otherwise permit access to any third party without prior written consent from Enerdatics.
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2. Subscription Fee and Users
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The Client agrees to pay the subscription fee as specified in the applicable Order Form. Each authorized user will be provided with a unique login. The Client is responsible for ensuring that login credentials are not shared. Additional users may be added based on mutual agreement and applicable fees.
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3. Payment Terms  
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Payment is due upon receipt of the invoice or payment link, unless otherwise agreed in writing. Enerdatics reserves the right to suspend or terminate access to the Services for non-payment.

4. Term and Termination
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The subscription term commences on the date of payment and continues for the agreed duration (monthly, annual, or as specified in the Order Form). Either party may terminate this Agreement for material breach if such breach is not cured within fifteen (15) days of written notice. Upon termination, the Client shall discontinue use of the Services and delete all associated materials unless retention is required by law or internal policy.

5. Use of Product
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The Services are intended solely for the Client’s internal business use. The Client may use limited portions of the data in presentations or reports with appropriate attribution to Enerdatics. Bulk downloading, redistribution, replication, or reverse engineering of the Services or associated content is strictly prohibited.

6. Warranty and Disclaimer
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Enerdatics represents and warrants that it has the legal right to provide the Services. Except as expressly stated herein, the Services are provided "as is" and Enerdatics disclaims all warranties, express or implied, including but not limited to fitness for a particular purpose, accuracy, and merchantability. The Client assumes all risks associated with the use of the Services.
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7. Limitation of Liability
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Neither party shall be liable for any indirect, incidental, special, or consequential damages arising out of or in connection with this Agreement. Enerdatics’ total aggregate liability under this Agreement shall not exceed the total subscription fees paid by the Client in the twelve (12) months preceding the event giving rise to the claim.
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8. Indemnification
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The Client agrees to indemnify and hold harmless Enerdatics, its affiliates, and personnel from any third-party claims arising out of the Client’s misuse of the Services. Enerdatics shall indemnify the Client against any third-party claims alleging that the Services infringe upon valid intellectual property rights, provided that the Client promptly notifies Enerdatics of the claim and cooperates in the defense.

9. Governing Law and Dispute Resolution

This Agreement shall be governed by the laws mutually agreed upon in writing by both parties. In the absence of such agreement, the laws of a neutral jurisdiction acceptable to both parties shall apply. Any disputes arising out of or in connection with this Agreement shall be resolved by binding arbitration, with the seat and rules of arbitration to be mutually agreed upon. If the parties are unable to agree, arbitration shall be conducted under the rules of a recognized international arbitration body (e.g., ICC, SIAC) in a mutually convenient location.

10. Confidentiality

Each party agrees to maintain the confidentiality of all non-public, proprietary, or confidential information disclosed by the other party in connection with this Agreement. This obligation shall survive termination and remain in effect for a period of three (3) years following the end of the Agreement, unless a longer period is required by law.

11. Force Majeure

Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, cyberattacks, labor disputes, government actions, or interruptions in internet or telecommunications services.

12. Marketing Rights

Unless otherwise agreed in writing, Enerdatics may use the Client’s name and logo for the limited purpose of identifying the Client as a customer on Enerdatics’ website and in marketing materials.

13. Survival

Sections relating to confidentiality, intellectual property, limitations of liability, indemnification, and dispute resolution shall survive the termination or expiration of this Agreement.

14. Entire Agreement

This Agreement, together with any applicable Order Form, constitutes the entire agreement between the parties with respect to the Services and supersedes all prior or contemporaneous agreements or communications. Any modification must be in writing and signed by both parties. A failure to enforce any term shall not constitute a waiver.