Terms & Conditions

1. Agreement Formation These Terms and Conditions (“Terms”) and your order form (“Order Form”) together constitute the agreement (“Agreement”) between Technomic, Inc., an Informa company (“we,” “us,” or “our”), and the legal entity identified in the Order Form (“you” or “your”). By signing the Order Form, you accept this Agreement. We may update these Terms by posting a revised version on our website. Unless you agree earlier in writing, any material change will apply only to future Order Forms.
2. Products and Services We will: (a) conduct the custom research studies (“Custom Research Services”) requested in your Order Form and provide you with the resulting survey results, reports, summaries, discussions, and analyses (“Custom Reports”); 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”), as specified in the Order Form. Custom Reports and Syndicated Reports are collectively referred to as “Deliverables.”
3. Project Scope The Custom Research Services to be performed are based upon requirements mutually agreed to in writing by authorized representatives of the parties. Adjustments to the scope (e.g., survey length, issues to be covered, number of presentations) may incur additional fees and will be discussed in advance for your approval.
4. Project Schedule You must respond promptly to our requests for information so that the Custom Research Services can be performed on time. Delays in your response may delay our performance. If you do not provide required information, approvals, or feedback within the applicable timeframe, we may reasonably adjust the project schedule and milestone dates.
5. Feedback & Approval of Deliverables You must review and approve any components of the Custom Research Services, such as questionnaires, as specified in the proposal attached to the Order Form. Your approval is required before we begin the next step in the process. The fees and schedule include one review cycle following delivery of the final Deliverable. Additional review cycles or changes may require additional fees, which we will discuss with you in advance.
6. Survey Participant Outreach We generally identify and source survey participants ourselves. If you choose to send our survey links or related content to your own contacts, we will provide template content for that purpose, but you will send those emails yourself using your own systems and contact lists. We will not keep or maintain your contact lists for that purpose. When sending our survey links or related content, you must comply with our Acceptable Use Policy. We may retain information from users who choose to participate in our surveys, as described in our Privacy Policy.
7. Fees, Taxes, Invoicing, and Payment You will pay all fees specified in the Order Form. Fees are due within thirty (30) days after the invoice date. Disputed amounts must be identified in writing before the invoice due date and paid promptly once resolved. You are responsible for all applicable taxes, excluding taxes based on our net income. If you require a purchase order, you must submit it to us within fifteen (15) days of signing the Order Form; work will not begin until the purchase order is received. If you fail to pay any undisputed amount when due, we may charge interest at the lesser of 1.5% per month or the maximum rate permitted by law and may suspend performance until payment is made. You are responsible for (and will reimburse us for) reasonable collection costs, including attorneys’ fees, for unpaid amounts. All amounts payable under this Agreement must be paid without setoff, deduction, or withholding, except as required by law.
8. Compliance Each party will comply with the laws applicable to its performance under this Agreement, including applicable privacy, export control, and sanctions laws.
9. Confidentiality The parties acknowledge that confidential information may be exchanged under this Agreement, including: (a) business contact information for personnel working on and administering this Agreement; and (b) client marketing or business strategy information you share with us in connection with Custom Research Services. The Custom Reports and any project-specific findings and data will be treated as your confidential information. Each party will use reasonable care to protect such information and will not disclose it to third parties except as necessary to perform this Agreement or as required by law. Our Syndicated Reports, methodologies, databases, and proprietary data remain our proprietary information and are protected under the Intellectual Property and Usage section of this Agreement. Confidentiality obligations survive for one (1) year after termination or expiration of this Agreement.
10. Intellectual Property and Usage (a) All rights, title, and interest in our proposals, generic methodologies, databases, analytical tools, know-how, and all Syndicated Reports belong exclusively to us or our licensors. Subject to your payment of all applicable fees, we grant you a non-exclusive, perpetual, worldwide, non-transferable license to use the Syndicated Reports for your internal business purposes only. (b) Subject to your payment in full of all fees applicable to the Custom Reports, we assign to you all right, title, and interest in and to the Custom Reports, excluding our pre-existing methodologies, tools, databases, know-how, and other retained intellectual property incorporated in them. (c) We will not furnish, sell, license, publish, or otherwise provide the Custom Reports or any findings, data, or results specific to your Custom Research Services to any other person. We will not use any findings or data specific to the Custom Research Services for any purpose other than performing this Agreement for you, nor will we include them in any database or product offered to other customers. However, we may use de-identified, aggregated metrics derived from such data solely for internal quality control, methodology improvement, or resource planning. (d) Deliverables are for your internal business purposes only unless agreed otherwise in writing. You may not: (i) share, sell, distribute, publish, or display Deliverables externally, except for limited extracts as permitted below; (ii) reproduce or redistribute Deliverables in a way that substitutes for our products or services or allows others to avoid purchasing from us; (iii) use Deliverables to create competing research, data, or analytics products; (iv) misrepresent or distort Deliverable findings or data; (v) remove proprietary notices; (vi) use Deliverables in publicly available artificial intelligence (AI) models, large language models, or machine-learning datasets; (vii) use Deliverables for automated data extraction, scraping, or indexing; or (viii) use Deliverables in violation of applicable law or intellectual property rights. (e) You may include reasonable, limited extracts in internal or client-facing work product in the ordinary course of business as long as: (i) the extracts are ancillary to your own analysis; (ii) you do not reproduce substantial portions of any Deliverable; (iii) the extracts do not serve as a substitute for our products or services; and (iv) you include appropriate source attribution to us and any third-party content provider.
11. Delay and Cancellation (a) If you delay the Custom Research Services, we may invoice you for the remaining balance, and you must reschedule the project within twelve (12) months after the original scheduled completion date. If you do not reschedule within that period, any prepaid fees will be forfeited and no credit will be issued. (b) If you cancel the Custom Research Services, we may invoice you for the remaining balance. You will receive a credit toward other Technomic services if used within twelve (12) months after the cancellation date, calculated as follows:

• For services including original field research:

75% credit if canceled before questionnaire development;

50% credit if canceled before survey fielding; or

0% credit if canceled after survey fielding.

• For services not including original field research:

75% credit if canceled before project kick-off; or

0% credit if canceled after project kick-off.

12. Term and Termination (a) This Agreement begins on the effective date of the applicable Order Form and continues until completion of the Custom Research Services and delivery of the Deliverables, unless earlier terminated under this Agreement. (b) Either party may terminate for a material breach not cured within thirty (30) days after written notice describing the breach. If you terminate due to our uncured material breach, we will refund fees for services not yet performed. If we terminate due to your uncured material breach, all unpaid fees are due immediately. Termination does not relieve you of your payment obligations for services performed before the termination date or any obligations under the Delay and Cancellation section of this Agreement. (c)The following sections survive expiration or termination: Section 7 (Fees, Taxes, Invoicing, and Payment), Section 9 (Confidentiality), Section 10 (Intellectual Property and Usage), Section 11 (Delay and Cancellation), Section 12 (Term and Termination), Section 13 (Disclaimers), Section 14 (Limitation of Liability), Section 16 (Governing Law and Forum), and Section 18 (General Provisions).

13. Disclaimers (a) 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 meet this standard is the reperformance of the non-conforming services at no charge. You must notify us in writing of any non-conformance within thirty (30) days after delivery of the applicable Deliverable. (b) Except as provided above, the Deliverables and Custom Research Services are provided “as is” and “as available.” We disclaim all warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, accuracy, completeness, and non-infringement. We do not warrant that any Deliverable will meet your specific requirements or achieve any particular results. Deliverables are for general informational and research purposes only and do not constitute professional, legal, financial, or business advice. You are solely responsible for your use of, and any decisions based on, the Deliverables. We are not responsible for any errors, omissions, or inaccuracies, or for any harm resulting therefrom. Forecasts, projections, and estimates are based on assumptions that may not materialize; actual results may differ materially. Third-party data included in any Deliverable is provided as received without independent verification. (c) Neither party is liable for any failure or delay in performance due to events outside its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, government actions, embargoes, blockades, epidemics, pandemics, or labor disputes. This section does not excuse or delay your payment obligations under this Agreement.

14. Limitation of Liability To the maximum extent permitted by law, and regardless of the theory of liability (whether in contract, tort, negligence, strict liability, or otherwise), our total cumulative liability arising out of or relating to this Agreement will not exceed the total fees actually paid by you to us under the applicable Order Form. Neither party will be liable for any indirect, special, incidental, consequential, exemplary, or punitive damages, including lost profits, lost revenues, lost data, or business interruption, regardless of the theory of liability and even if advised of the possibility of such damages. Any claim against us arising out of or relating to this Agreement must be brought within one (1) year after the claim first arises.

15. Notices Notices must be in writing and are effective: (a) when delivered personally; (b) on the third business day after mailing by certified or registered mail; (c) on the first business day after sending by overnight courier; or (d) on the date sent by email if sent during business hours, or the next business day if sent outside business hours. Notices to us should be sent to: Technomic, Inc., 300 S. Riverside Plaza, Suite 1600, Chicago, IL 60606, Attention: Technomic Contracts/Operations, Email: contracts@technomic.com. Notices to you should be sent to the address or email specified in the Order Form.

16. Governing Law and Forum This Agreement is governed by the laws of the State of New York, without regard to conflict-of-laws principles. Any disputes will be resolved exclusively in the state and federal courts located in Manhattan, New York. Each party consents to the exclusive jurisdiction and venue of those courts. EACH PARTY WAIVES THE RIGHT TO A JURY TRIAL IN ANY DISPUTE ARISING FROM THIS AGREEMENT, AND YOU EXPRESSLY WAIVE ANY RIGHT TO PURSUE ANY CLAIM OR ACTION RELATING TO THIS AGREEMENT ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY.

17. Publicity We may identify you by name and use your logo in our customer lists and marketing materials. You may revoke that permission at any time by written notice to us, and we will cease that use within a reasonable time thereafter.

18. General Provisions You may not assign or transfer this Agreement without our prior written consent, except in connection with a merger, acquisition, or sale of substantially all of your assets, upon written notice to us, if the assignee agrees in writing to be bound by this Agreement and is not our competitor. We may freely assign this Agreement to an affiliate or to any entity that acquires substantially all the assets or business associated with these services. Any unauthorized assignment is void. You acknowledge that unauthorized use of Deliverables or breach of confidentiality or intellectual property provisions may cause irreparable harm, and we may seek injunctive relief without posting a bond. No delay in exercising any right constitutes a waiver. If any provision is held unenforceable, the remaining provisions remain in full force. The parties are independent contractors; nothing in this Agreement creates a partnership, joint venture, or agency relationship, nor does either party have the authority to bind the other. This Agreement, including your Order Form, constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior agreements. Any additional or conflicting term in any purchase order, vendor registration, onboarding form, online portal, invoicing portal, or similar document is void and has no effect unless expressly agreed in a written amendment signed by both parties.

1. Agreement Formation. These Subscription Terms and Conditions (“Terms”) are incorporated into your Order Form. Together, they form the agreement (“Agreement”) between Technomic, Inc., an Informa company (“we” or “us”), and the entity identified in the Order Form (“you” or “your”). You accept these Terms by signing the Order Form or accessing the Platform, whichever occurs first. We may update these Terms by posting a revised version on our website. Material changes apply only to renewal terms unless you affirmatively accept them earlier in writing.
2. Subscription Products. We provide market research reports, insights, data analyses, forecasts, menu trends, consumer research, and related media focused on the foodservice industry (collectively, “Subscription Products”). You access the Subscription Products through our password-protected Ignite research platform (“Platform”). Your Order Form identifies which Subscription Products you have purchased.
3. Access and Use. We grant you a non-exclusive, non-transferable (except as expressly permitted in this Agreement), limited right during the subscription term to access and use the Subscription Products solely for your internal business purposes. You may view, search, download, and analyze the Subscription Products, including manipulating downloadable materials for analysis, modeling, reporting, and decision-making. Your access is limited to the Subscription Products identified in your Order Form.
4. Authorized Users. Access is limited to your employees using your corporate email domain (“Authorized Users”). With our prior written consent, your consultants or contractors may also be approved as Authorized Users. Each Authorized User must maintain unique login credentials. You are responsible for all activity under Authorized User accounts and for ensuring compliance with this Agreement. The Platform does not accept uploads of your content, and we process Authorized User contact information solely for account administration.
5. Use Restrictions. You may not: (a) share, sell, distribute, publish, or display the Subscription Products externally, except for limited extracts as permitted below; (b) reproduce or redistribute the Subscription Products in a way that substitutes for our products or allows others to avoid purchasing a subscription; (c) use the Subscription Products to create competing research, data, or analytics products; (d) systematically scrape, index, or automatically download (except to the extent expressly permitted through our Data Access Services) Subscription Products; (e) misrepresent or distort Subscription Product findings or data; (f) remove proprietary notices; (g) input confidential, sensitive, personal data, or proprietary information into any artificial intelligence (AI) feature; (h) use the Subscription Products in publicly available AI models, large language models, or machine-learning datasets; (i) use the Subscription Products in violation of applicable law or intellectual property rights; (j) reverse engineer, decompile, or disassemble the Platform or any part thereof; or (k) allow any third party to access, use, or benefit from the Subscription Products or Platform except as expressly permitted herein. You may combine Subscription Product content with your internal data for internal purposes. You may include reasonable, limited extracts in external work product in the ordinary course of business; provided, that (i) the extracts are ancillary to your own analysis, (ii) you do not reproduce substantial portions of any report or dataset, (iii) the extracts do not serve as a substitute for the Subscription Products, and (iv) you include appropriate source attribution to us.
6. AI Features. We may use AI technologies on the Platform. AI-generated output is part of the Subscription Products and is subject to this Agreement. Your queries to AI-enabled chat features within the Subscription Products are not used to train publicly available AI systems. You may not enter confidential, sensitive, personal data, or proprietary information into any AI feature. Because AI-generated output may contain inaccuracies, you must verify its accuracy before relying on it. If we enable you to access AI features through Model Context Protocol or similar machine-to-machine protocols (“MCP Access”), you must: (a) keep any credentials we provide confidential and secure; (b) use MCP Access only with your internal, non-public AI systems; (c) implement appropriate security measures, including encryption, to protect credentials and data accessed through MCP Access; and (d) comply with all use restrictions in this Agreement. We may suspend or revoke your MCP Access at any time if it adversely affects Platform performance or security.
7. Data Access Methods. Upon request, we may make Subscription Products available through APIs, SFTP transfers, cloud storage services, data warehousing platforms, or other methods we offer (“Data Access Services”). If we enable Data Access Services, you are responsible for configuring your systems, complying with third-party platform terms, and ensuring compliance with this Agreement. Subscription Products accessed through Data Access Services may be stored and processed within your internal systems during the subscription term solely for your internal business purposes and may not be made available to third parties except as permitted under this Agreement. We do not warrant or assume responsibility for third-party platforms used in connection with Data Access Services, or for any data loss, corruption, or failure arising from your integration with such platforms. Custom integrations or ongoing support for Data Access Services require a separate, written statement of work. We may modify, suspend, or discontinue any Data Access Service upon thirty (30) days’ prior written notice if the applicable third-party platform changes its terms, pricing, or functionality in a manner that materially affects our ability to offer the service.
8. Suspension and Termination. We may suspend access to the Platform or any Subscription Products, in whole or in part, if payment is more than thirty (30) days overdue, your use poses a security risk, or you breach this Agreement. We will provide ten (10) days’ prior written notice before suspending for nonpayment, and we will not suspend access while charges are disputed in good faith. Either party may terminate this Agreement for a material breach not cured within thirty (30) days after written notice describing the breach. If you terminate due to our uncured material breach, we will refund the pro-rata portion of prepaid fees for the period following termination. If we terminate due to your uncured material breach, all unpaid fees for the remainder of the subscription term become immediately due and payable. Upon expiration or termination: (a) access to the Platform ends, including access through MCP Access and Data Access Services; (b) you must cease all use of and delete all Subscription Products; (c) within thirty (30) days, you must permanently delete or destroy all complete datasets and data feeds obtained through the Platform or any Data Access Services, including copies stored in internal systems or data warehouses, except where retention is required by law; and (d) you may retain internal work product containing limited extracts created during the subscription term in accordance with this Agreement. The following provisions survive expiration or termination of this Agreement: Sections 5 (Use Restrictions), 6 (AI Features), 8 (Suspension and Termination), 9 (Payment and Fees), 10 (Renewal and Price Adjustment), 11 (Intellectual Property), 13(Publicity), 14 (Disclaimers), 15 (Limitation of Liability), 17 (Governing Law and Dispute Resolution), and 18 (General Provisions).
9. Payment and Fees. Subscription fees are stated in your Order Form and are due within thirty (30) days after the invoice date. Disputed amounts must be identified in writing before the invoice due date and paid promptly once resolved. Fees are non-refundable except as expressly provided in this Agreement. If payment is late, we may charge interest at the lesser of 1.5% per month or the maximum rate permitted by law. You are responsible for (and will reimburse us for) reasonable collection costs, including attorneys’ fees, and for all applicable taxes (excluding taxes based on our net income). If changes to your corporate structure or ownership materially expand Platform access beyond your authorized email domain or increase the scope of permitted use, we may adjust fees upon written notice. Payments are not subject to set-off or withholding except as required by law.
10. Renewal and Price Adjustments. Your Order Form specifies the subscription term. Subscriptions automatically renew for successive one-year terms unless you provide written notice of non-renewal at least forty-five (45) days before the end of the then-current term. To cancel auto-renewal, send written notice to Technomic at contracts@technomic.com or by nationally recognized overnight courier to Technomic Inc., 300 S. Riverside Plaza, Suite 1600, Chicago, IL 60606. We may adjust subscription fees for any renewal term by providing at least sixty (60) days’ prior written notice before the applicable renewal term begins.
11. Intellectual Property. All rights, title, and interest in the Platform and Subscription Products—including all methodologies, data, reports, analyses, and related intellectual property—belong exclusively to us or our licensors. Access to the Subscription Products is provided solely under this Agreement and does not transfer any ownership or license rights to you. Do not remove, obscure, or alter any proprietary notices. Unauthorized reproduction, distribution, or use of our intellectual property is prohibited and may result in immediate termination of your access. If you provide feedback or suggestions regarding the Platform or Subscription Products, we may use them without restriction or compensation. We and our licensors reserve all rights not expressly granted in this Agreement.
12. Security. We maintain commercially reasonable administrative, technical, and physical safeguards appropriate for a password-protected research platform. The Platform provides electronic access to the Subscription Products and does not accept uploads of your documents, datasets, or other content. We do not process, store, or host your business data through the Platform. We only process the Authorized User contact information necessary for account administration. If you use AI Features, your queries may be logged for system performance, security, or troubleshooting purposes, but are not used to train publicly available AI models. You shall not enter confidential, sensitive, or proprietary information into any AI Feature.
13. Publicity. We may include your name and logo in customer lists and on our website.
14. Disclaimers. We will use commercially reasonable efforts to make the Subscription Products available. The Platform and Subscription Products are provided for general informational and research purposes only and do not constitute professional, legal, financial, or business advice. You are solely responsible for your use of, and any decisions based on, the Subscription Products. We do not warrant that the Subscription Products will meet your specific requirements or achieve any particular results. We do not guarantee uninterrupted access or error-free information. We will not be responsible if the Platform fails to perform or you are unable to access the Subscription Products because of your third-party software, your hardware malfunction, your internet service, or your actions or inactions. The Platform and Subscription Products are provided “as is” and “as available”. We disclaim all warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, accuracy, completeness, and non-infringement.
15. Limitation of Liability. To the maximum extent permitted by law, and regardless of the theory of liability (whether in contract, tort, negligence, strict liability, or otherwise) our total cumulative liability arising out of or relating to this Agreement shall not exceed the total fees paid by you to us under your Order Form during the twelve (12) months immediately preceding the first event giving rise to the claim. Neither party will be liable for any indirect, special, incidental, consequential, exemplary, or punitive damages, including lost profits, lost revenues, lost data, or business interruption, regardless of the theory of liability and even if advised of the possibility of such damages. Any claim against us arising out of or relating to this Agreement must be brought within one (1) year after the claim first arises.
16. Notices. Notices must be in writing and are deemed given: (a) when delivered personally; (b) on the third business day after mailing by certified or registered mail; (c) on the first business day after sending by overnight courier; or (d) on the date sent by email during business hours. Send notices to us at: Technomic, Inc., 300 S. Riverside Plaza, Suite 1600, Chicago, IL 60606, Attention: Technomic Contracts/Operations, Email: contracts@technomic.com.
17. Governing Law and Dispute Resolution. This Agreement is governed by the laws of the State of New York, without regard to conflict-of-laws principles. Any disputes will be resolved exclusively in the state and federal courts located in Manhattan, New York. Each party consents to the exclusive jurisdiction and venue of those courts. EACH PARTY WAIVES THE RIGHT TO A JURY TRIAL IN ANY DISPUTE ARISING FROM THIS AGREEMENT, AND YOU EXPRESSLY WAIVE ANY RIGHT TO PURSUE ANY CLAIM OR ACTION RELATING TO THIS AGREEMENT ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY.
18. General Provisions. You may not assign or transfer this Agreement without our prior written consent, except that you may assign this Agreement in connection with a merger, acquisition, or sale of substantially all your assets upon written notice to us; provided that (a) the assignee agrees in writing to be bound by this Agreement, and (b) the assignee is not a competitor of, or otherwise deemed unsuitable by, Technomic. We may freely assign this Agreement to an affiliate or to any entity that acquires substantially all the assets or business associated with the Platform. Any unauthorized assignment is void. You acknowledge that unauthorized use of the Subscription Products may cause irreparable harm, and we may seek injunctive relief without posting a bond. No delay in exercising any right constitutes a waiver. If any provision is held unenforceable, the remaining provisions shall remain in full force. This Agreement, including your Order Form, constitutes the entire agreement between the parties regarding the Subscription Products and supersedes all prior agreements. Any additional or conflicting terms in any purchase order, vendor registration, online portal, or other document shall have no effect unless expressly provided in an amendment to this Agreement, signed by both parties and referring to this Agreement. Completion of any vendor registration, onboarding form, online portal acceptance, or similar administrative process does not modify this Agreement. This Agreement may be executed in counterparts and by electronic signature, each of which shall be deemed an original.

1. Agreement Formation. These Free Trial Terms and Conditions (“Terms”) are incorporated into your Trial Order Form. Together, they form the agreement (“Agreement”) between Technomic, Inc., an Informa company (“we” or “us”), and the entity identified in your Trial Order Form (“you” or “your”). You accept these Terms by signing your Trial Order Form or accessing the Platform, whichever occurs first.
2. Trial Products. We provide market research reports, insights, data analyses, forecasts, menu trends, consumer research, and related media focused on the foodservice industry, in each case as specified in your Trial Order Form (collectively, “Trial Products”). You access the Trial Products through our password protected Ignite research platform (“Platform”). Your Trial Order Form identifies which Trial Products you may access. The trial period (“Trial Period”) begins on the date specified in your Trial Order Form and continues for the duration stated therein, unless earlier terminated. The trial is provided at no cost and does not obligate you to purchase a paid subscription.
3. Access and Use. We grant you a non-exclusive, non-transferable, limited right during the Trial Period to access and use the Trial Products solely for your internal evaluation purposes. You may view, search, and analyze the Trial Products on the Platform. Downloading of Trial Products is limited to reasonable quantities necessary for evaluation and is subject to the restrictions in this Agreement. Your access is limited to the Trial Products identified in your Trial Order Form.
4. Authorized Users. Access is limited to your employees using your corporate email domain (“Authorized Users”). With our prior written consent, your consultants or contractors may also be approved as Authorized Users. Each Authorized User must maintain unique login credentials. You are responsible for all activity under Authorized User accounts and for ensuring compliance with this Agreement. The Platform does not accept uploads of your content, and we process Authorized User contact information solely for account administration.
5. No Automatic Conversion; Termination. The trial does not automatically convert to a paid subscription. If you wish to continue accessing our products after the Trial Period ends, you must execute a separate Order Form, and our Subscription Terms and Conditions will govern. Either party may terminate the trial at any time for any reason upon written notice. We may terminate or suspend your trial access immediately if you breach this Agreement or if your use poses a security risk to the Platform. Upon expiration or termination, your access to the Platform and all Trial Products will cease.
6. Use Restrictions. You may not: (a) share, sell, distribute, publish, or display the Trial Products externally, except for limited extracts as permitted below; (b) reproduce or redistribute the Trial Products in a way that substitutes for our products or allows others to avoid purchasing a subscription; (c) use the Trial Products to create competing research, data, or analytics products; (d) systematically scrape, index, or automatically download Trial Products; (e) misrepresent or distort Trial Product findings or data; (f) remove proprietary notices; (g) input confidential, sensitive, personal data, or proprietary information into any artificial intelligence (AI) feature; (h) use the Trial Products in publicly available AI models, large language models, or machine-learning datasets; (i) use the Trial Products in violation of applicable law or intellectual property rights; or (j) reverse engineer, decompile, or disassemble the Platform or any part thereof. You may combine Trial Product content with your internal data for internal purposes. You may include reasonable, limited extracts in internal work product in the ordinary course of business; provided, that (i) the extracts are ancillary to your own analysis, (ii) you do not reproduce substantial portions of any report or dataset, (iii) the extracts do not serve as a substitute for the Trial Products, and (iv) you include appropriate source attribution to us.
7. AI Features. We may use AI technologies on the Platform ("AI Features"). AI-generated output is part of the Trial Products and is subject to this Agreement. Your queries to AI-enabled chat features within the Platform are not used to train publicly available AI systems. You may not enter confidential, sensitive, personal data, or proprietary information into any AI Feature. Because AI-generated output may contain inaccuracies, you must verify its accuracy before relying on it.
8. Effect of Termination. Upon expiration or termination of the trial: (a) access to the Platform ends, and (b) you must immediately cease all use of Trial Products in your business operations. If you do not enter into a paid subscription following the Trial Period, you may not use, reproduce, or distribute any downloaded or exported Trial Products in your ongoing business operations.
9. Intellectual Property. All rights, title, and interest in the Platform and Trial Products—including all methodologies, data, reports, analyses, and related intellectual property—belong exclusively to us or our licensors. Access to the Trial Products is provided solely under this Agreement and does not transfer any ownership or license rights to you. You may not remove, obscure, or alter any proprietary notices. Unauthorized reproduction, distribution, or use of our intellectual property is prohibited and may result in immediate termination of your access. If you provide feedback or suggestions regarding the Platform or Trial Products, we may use them without restriction or compensation.
10. Security. We maintain commercially reasonable administrative, technical, and physical safeguards appropriate for a password-protected research platform. The Platform provides electronic access to the Trial Products and does not accept uploads of your documents, datasets, or other content. We do not process, store, or host your business data through the Platform. We only process the Authorized User contact information necessary for account administration. If you use AI Features, your queries may be logged for system performance, security, or troubleshooting purposes, but are not used to train publicly available AI models. You may not enter confidential, sensitive, personal data, or proprietary information into any AI Feature.
11. Disclaimers. The Platform and Trial Products are provided "as is" and "as available" for general informational and research purposes only and do not constitute professional advice. We disclaim all warranties, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement. We do not guarantee uninterrupted access or error-free information.
12. Limitation of Liability. To the maximum extent permitted by law, and regardless of the theory of liability (whether in contract, tort, negligence, strict liability, or otherwise), our total cumulative liability arising out of or relating to this Agreement shall not exceed One Hundred U.S. Dollars ($100). Neither party will be liable for any indirect, special, incidental, consequential, exemplary, or punitive damages, including lost profits, lost revenues, lost data, or business interruption, regardless of the theory of liability and even if advised of the possibility of such damages. Any claim against us arising out of or relating to this Agreement must be brought within one (1) year after the claim first arises.
13. Notices. Notices must be in writing. Notices to us must be sent to: Technomic, Inc., 300 S. Riverside Plaza, Suite 1600, Chicago, IL 60606, Attention: Technomic Contracts/Operations, Email: contracts@technomic.com. Notices to you will be sent to the address or email identified in your Trial Order Form, or as otherwise updated by you in writing.
14. Governing Law and Dispute Resolution. This Agreement is governed by the laws of the State of New York, without regard to conflict-of-laws principles. Any disputes will be resolved exclusively in the state and federal courts located in Manhattan, New York. Each party consents to the exclusive jurisdiction and venue of those courts. EACH PARTY WAIVES THE RIGHT TO A JURY TRIAL IN ANY DISPUTE ARISING FROM THIS AGREEMENT. YOU EXPRESSLY WAIVE ANY RIGHT TO PURSUE ANY CLAIM OR ACTION RELATING TO THIS AGREEMENT ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY.
15. General Provisions. You may not assign or transfer this Agreement without our prior written consent. We may freely assign this Agreement to an affiliate or to any entity that acquires substantially all the assets or business associated with the Platform. Any unauthorized assignment is void. You acknowledge that unauthorized use of the Trial Products may cause irreparable harm, and we may seek injunctive relief without posting a bond. No delay in exercising any right constitutes a waiver. If any provision is held unenforceable, the remaining provisions shall remain in full force. This Agreement, including your Trial Order Form, constitutes the entire agreement between the parties regarding the Trial Products and supersedes all prior agreements. This Agreement may be executed in counterparts and by electronic signature, each of which shall be deemed an original. The following provisions survive expiration or termination of this Agreement: Sections 6 (Use Restrictions), 8 (Effect of Termination), 9 (Intellectual Property), 10 (Security), 11 (Disclaimers), 12 (Limitation of Liability), 14 (Governing Law and Dispute Resolution), and this Section 15 (General Provisions). Updated March 20, 2026