Technomic, Inc.

Terms & Conditions

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One-Time Services

Agreement Formation. These Terms and Conditions and our client order form (“Order Form”) constitute the agreement (“Agreement”) between Technomic Inc., an Informa-owned company (“we,” “us,” or “our”), and the legal entity accepting this Agreement by signing the Order Form (“you” or “your”). The Agreement is effective on the date you sign the Order Form.
Products and Services. We will (a) conduct the custom research studies ("Custom Research Services") and provide you with the survey results, reports, summaries, discussions, and analyses resulting from the Custom Research Services ("Custom Reports") requested by you in the Order Form, and (b) provide reports, summaries, discussions, and analyses prepared by us or our third-party sources, not specifically for you, and made available for purchase by multiple clients ("Syndicated Reports"), in each case, as specified in the Order Form. Custom Reports and Syndicated Reports provided under this Agreement are collectively referred to as “Deliverables.”
Project Scope. The Custom Research Services to be performed are based upon requirements mutually agreed to in writing by authorized representatives of the parties. Any adjustments to the scope (e.g., survey length, issues to be covered, number of presentations, etc.) may incur an additional fee and will be discussed in advance for approval and acceptance.
Project Schedule. It is vital that you reply quickly to our requests for information so that the Custom Research Services can be performed on time. Any delays in your response may delay our performance. If you do not provide a response or approhttps://www.technomic.com/acceptable-usepriate feedback within the established timeframe, we may adjust any project milestone completion dates at our sole discretion.
Feedback & Approval of Deliverables. As part of your responsibilities, you must review and approve any components of the Custom Research Services (e.g., questionnaires) as specified in the proposal attached to the Order Form. Approval of these components is needed before we begin work on subsequent steps in the process. After the final Deliverable(s) submission, the engagement cost and timing allow for one review and submission of changes. Any additional reviews or edits you make after the allowed submission may incur an additional fee and will be discussed in advance for approval and acceptance.
Survey Participant Outreach. We will use reasonable best efforts to comply with all regulations related to email communications, privacy, and data security. Typically, we source our own participants to meet each study’s sample and demographic requirements. However, if you prefer to send email surveys to your own contact lists, we will provide a template with a survey link for you to send. Recipients who click the link will be directed to the survey we manage. You must comply with our Acceptable Use Policy when sending our survey links and related content. We do not keep or maintain your contact lists or other third-party lists to email on your behalf, as we require an explicit opt-in from recipients. However, we may retain information from users who agree to participate in our surveys under our Privacy Policy.
Fees, Taxes, Invoicing, and Payment. You will pay all fees specified in the Order Form and all applicable taxes, excluding our income taxes. Invoices are due 30 days from the invoice date. You must notify us of disputed charges within 15 days. If you require a purchase order, you must submit it to us within 15 days of signing the Order Form. Work will not begin until the necessary purchase order is received. Late payments incur interest at 1.5% per month and may result in suspension of services. Our collection costs, including legal fees, for unpaid fees are your responsibility.
Compliance. Each party will comply with applicable laws, including data privacy laws, export controls, and economic sanctions, in performing their obligations under this Agreement.
Confidentiality. Each party will protect the other’s confidential information with the same care as their own confidential information and will not disclose it to third parties except as required by law or legal process. Confidentiality obligations survive for three years after termination or until the information is no longer legally confidential.
Intellectual Property and Usage. Subject to our receipt of all fees related to the Custom Reports, the intellectual property rights in Custom Reports vest in you. Intellectual property rights are vested in us for any Syndicated Reports and other multi-customer products or services. You are granted a non-exclusive, perpetual, worldwide, non-transferable, fully paid-up, irrevocable license to use the Syndicated Reports for internal use only. Our proposals and generic methodologies remain our property. Deliverables are for your internal use only unless agreed otherwise in writing. You cannot share them with others or make them public without first getting our written permission. However, you can share limited extracts of Deliverables with third parties as part of your work product if: (a) the extracts do not exceed 20% of the Deliverable’s content or 20 slides; (b) they are not used as a substitute for our products or services; and (c) we and any third-party content provider are credited as the source. You must not publicly disclose Deliverables or any of our reports, summaries, discussions, and analyses in a way that exaggerates, distorts, or misrepresents their findings or data or could harm our reputation or business. You will not use our work to create a product or service that competes with or harms our business. During the term of this Agreement and thereafter, we may use all findings and data resulting from Custom Research Services for our internal purposes, as part of our databases, and for purposes connected with our business, including in connection with any legal dispute. We will ensure your anonymity and the anonymity of respondents and test participants.
Delay and Cancellation. If you delay Custom Research Services, the full fee becomes immediately due and payable. We will invoice you for the remaining balance, and you must reschedule within 12 months. If you cancel Custom Research Services, the full fee becomes immediately due and payable, and we will invoice you for the remaining balance. You may receive a credit toward other services if used within 12 months, calculated as follows:
- For services including original field research:
- 75% credit if canceled before questionnaire development.
- 50% credit if canceled before survey fielding.
- 0% credit if canceled after survey fielding.
- For services not including original field research:
- 75% credit if canceled before project kick-off.
- 0% credit if canceled after project kick-off.
Term and Termination. This Agreement continues until all Custom Research Services are completed and Deliverables delivered. Either party may terminate for a material breach not cured within 30 days of notice to the breaching party. Termination does not relieve you of your payment obligations for services performed before the termination date or any payment obligations under the cancellation provisions of this Agreement. Those parts of this Agreement that by their nature should continue or that expressly state that they survive termination will survive termination of this Agreement.
Disclaimers. We will perform the Custom Research Services in a professional and workmanlike manner in accordance with accepted methods of market and social research. Your sole remedy if we fail to so perform will be the reperformance of the non-conforming services at no charge. Except as provided above, our products and services are provided “as is.” All warranties, conditions, and terms implied by statute or common law, including suitability, merchantability, satisfactory quality, and fitness for a particular purpose, are excluded to the maximum extent permitted by law. We cannot guarantee that the final product or information will be free from mistakes, and we are not responsible for any harm that results from these errors. We are not responsible for actions or decisions based on our Custom Research Services or Deliverables. We are not liable for any failure or delay due to events outside our control, including acts of God, natural disasters, war, terrorism, civil unrest, government actions, embargoes, blockades, or national or public health emergencies.
Limitation of Liability. Neither party is liable for indirect, special, incidental, or consequential damages. Our total liability is limited to the amount you paid under the applicable Order Form. No action may be brought against us more than one year after the cause of action arises.
Notices. Notices provided under this Agreement must be in writing. They will be deemed given (a) when delivered personally, (b) on the third business day after being mailed by certified or registered mail, (c) on the first business day after being sent by overnight courier, or (d) on the date sent by email if sent during regular business hours. Notices to us should be addressed to Technomic Inc., 300 S. Riverside Plaza, Suite 1600, Chicago, IL 60606, Attention: Technomic Contracts/Operations, Email: contracts@technomic.com.
Governing Law and Forum. The laws of Delaware govern this Agreement, and any disputes will be settled in the state and federal courts in New Castle County, Delaware. Both parties waive any right to a jury trial in connection with any action or litigation in any way arising out of or related to this Agreement. You will not pursue any claim or action relating to this Agreement on a class or consolidated basis or in a representative capacity.
Publicity. We may use your name and logo in customer lists and on our website.
Miscellaneous. You may not assign this Agreement without our prior written consent. We may assign this Agreement to an affiliate or successor without your consent. You agree that a breach of confidentiality or intellectual property terms would cause irreparable harm, entitling us to equitable relief without the need to post a bond. The parties are independent contractors, and nothing in this Agreement creates a partnership, joint venture, or agency relationship between the parties, nor does either party have the authority to bind the other in any way. If any part of this Agreement is found to be illegal or unenforceable, it will be modified or deleted to the minimum extent necessary without affecting the remainder of the Agreement. Any conflicting terms in your purchase orders, supplier registration forms, or other order documentation (other than our Order Form) are void, even if we sign such documentation or agree to such terms in connection with registering as a vendor or supplier online or otherwise.

Subscriptions

Agreement Formation. These Terms and Conditions and our client order form (“Order Form”) constitute the agreement (“Agreement”) between Technomic, Inc., an Informa-owned company (“we” or “us”), and the entity signing the Order Form (“you”). The Agreement is effective on the date you sign the Order Form.
Subscription Products. We create, develop, and make available on a subscription basis market research and intelligence data reports and media products focused on the food and beverage industry (collectively, the “Subscription Products”). The Subscription Products are available on our web-based Ignite platform (the “Platform”) or through other electronic means. You ordered a subscription to the Subscription Products specified in the Order Form.
Access and Use. We grant you a non-exclusive, non-transferable right to access and use the Subscription Products for your internal business purposes during the subscription term specified in the Order Form.
User Access. You must authorize your employees to use the Platform. You may also authorize your consultants or contractors with our prior written consent. Access is password-protected, and sharing passwords is not allowed. You must notify us of any unauthorized use.
Use Restrictions. You may not (a) share, sell, distribute, publish, or display the Subscription Products externally; (b) modify, decompile, or create derivative works from the Subscription Products; (c) use them to develop competing products; (d) extract significant content from them to create or incorporate into separate databases; (e) misrepresent or distort the findings or data in the Subscription Products; (f) mine, scrape, index, or automatically download our data; (g) connect (whether through APIs or otherwise) our data to other data, software, services, or networks; (h) use the Subscription Products in publicly available AI models, large language models, or other machine learning systems, or combine them with any datasets intended for public distribution or inclusion in publicly accessible models; or (j) use our Subscription Products for any purpose that infringes intellectual property rights of another or violates law. However, you may download and print individual reports and limited extracts for your own business purposes. You may also distribute limited extracts, up to 20% of your work product or 20 total slides, in work products delivered to third parties in the ordinary course of your business. You must cite or give credit to us and any third-party content provider.
Suspension and Termination. We may suspend your access if payment is overdue by 30 days or more or if your usage poses a security threat or violates this Agreement. We will inform you 10 days before suspending your account access because of outstanding payments. We won’t suspend access if you’re reasonably and genuinely disputing charges and working in good faith to resolve the issue. Either party can terminate the Agreement for a material breach not cured within 30 days of notice. If you terminate this Agreement for our material breach, we will refund any prepaid fees covering the remainder of the term after the effective date of termination. If we terminate this Agreement for your material breach, you will immediately pay any unpaid fees covering the remainder of the term. When this Agreement ends, your access will be immediately revoked. You are still responsible for paying any subscription fees or outstanding amounts owed to us before the termination date, even after termination.
Payment and Fees. Subscription fees are non-refundable and are due within 30 days of the invoice date. If you fail to make any payment when due, we may charge interest on the overdue amount at the rate of 1.5% per month (or the highest rate permitted by law, if lower) from the due date until the date of payment. You will also be responsible for collection costs, including reasonable attorney’s fees. You are responsible for all sales, value-added, and similar taxes, excluding taxes based on our income. We may increase fees if a merger or acquisition involves you, if you acquire an additional entity, or if another entity acquires you due to the increased scope of access, additional users, or expanded usage of the Subscription Products.
Renewal and Price Increases. The Order Form specifies how long each subscription lasts. If you affirmatively consent to automatic renewal on the Order Form, Subscriptions will automatically renew for successive one-year terms unless you provide written notice of non-renewal at least 45 days before the end of the term. We will give you written notice of any price increase at least 60 days before the start of the renewal term. You can cancel auto-renewal by providing us with written notice of non-renewal at least 45 days before the end of the then-current term to Technomic at contracts@technomic.com or by nationally recognized overnight courier service to Technomic Inc., 300 S. Riverside Plaza, Suite 1600, Chicago, IL 60606.
Intellectual Property. All rights, title, and interest in and to the Platform and Subscription Products, including all related intellectual property rights, belong to us and our licensors. You are granted no title or ownership rights in the Platform or Subscription Products. This Agreement only grants you a limited right to use the Subscription Products as specified herein. You acknowledge that the Subscription Products and all related intellectual property are protected by copyright, trademark, and other laws. You agree not to remove, obscure, or alter proprietary notices, including copyright and trademark notices, that appear on or are contained within the Subscription Products. Unauthorized use of any of our intellectual property is strictly prohibited.
Disclaimers and Limitations of Liability. We will use commercially reasonable efforts to make the Subscription Products available. The Platform and Subscription Products are provided “as is.” We do not guarantee the accuracy or completeness of the information available and are not responsible for any decisions made based on it. We disclaim all warranties, including implied warranties of merchantability and fitness for a particular purpose. We do not warrant that the Platform or Subscription Products will be uninterrupted or error-free. We are not liable for any interruptions or delays in the availability of the Platform or Subscription Products due to events beyond our control, such as natural disasters, war, terrorism, government actions, or public health emergencies. Our total liability for any claims arising from or related to this Agreement will not exceed the amount you paid us in the 12 months before the claim. Any claims against us must be made within one year from the date the claim arose. This limitation of liability applies regardless of the form of action, whether in contract, tort, or otherwise.
Notices. Notices provided under this Agreement must be in writing. They will be deemed given (a) when delivered personally, (b) on the third business day after being mailed by certified or registered mail, (c) on the first business day after being sent by overnight courier, or (d) on the date sent by email if sent during regular business hours. Notices to us should be addressed to Technomic Inc., 300 S. Riverside Plaza, Suite 1600, Chicago, IL 60606, Attention: Technomic Contracts/Operations, Email: contracts@technomic.com.
Governing Law and Forum. This Agreement is governed by Delaware law. Disputes will be resolved in the state and federal courts in New Castle County, Delaware. Both parties consent to this jurisdiction.
Jury Trial Waiver. Both parties waive the right to a jury trial in any dispute related to this Agreement.
Publicity. We may use your name and logo in our customer lists and on our website.
Miscellaneous. Neither party can assign this Agreement without the other party’s written consent. We can assign this Agreement without your consent to an affiliate or successor. You agree that using the Subscription Products in breach of this Agreement would cause irreparable harm and entitle us to equitable relief, including injunction and specific performance, without the need to post a bond. No delay in exercising any right under this Agreement constitutes a waiver. This Agreement constitutes the entire agreement between you and us and supersedes all prior agreements. Any conflicting terms in your purchase orders, supplier registration forms, or other order documentation (other than our Order Form) are void, even if we sign such documentation or agree to such terms in connection with registering as a vendor or supplier online or otherwise.