Terms and Conditions

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Subscriptions

When you purchase a subscription for MIX Essentials, you agree to pay the total amount (in USD) for the selected term of subscription (3-month or 12-month). If you decide to cancel before the selected term ends, you are still responsible for payment of the complete term. 

 

 

License Agreement

The purchase of one or more data sets indicates your agreement with MIX's End User Licence Agreement. It is particularly important that you read and understand the confidentiality conditions in this agreement, as well as the conditions under which the data may be used in the license grant.

 

 

About the Data

  • All data sets include applicable breakout values, for example: gender, location, delinquency, product type & methodology
  • Where specified, a single data set includes files for both USD and Local currencies
  • All Years data sets are updated quarterly, usually before the end of the second month following the quarter end. For example, 2016 Q1 data is expected to be added by the end of May 2016.
  • Most recent completed Fiscal Year (FY) data sets are added annually, usually in the October of the following year. For example, 2015 FY data is expected to be made available in October 2016.

 

 

End User License Agreement

The products transacted through the service are licensed, not sold, to You (“You” or the “Licensee”) for use only under the terms of this license. The licensor, the Microfinance Information Exchange, Inc. (“MIX”) reserves all rights not expressly granted to You. The Product that is subject to this license is referred to in this license as the “Licensed Application.”

By downloading this product, You accept the product and agree to the terms of this agreement.  Read it carefully before completing the download process and using the product.  If you do not agree to be bound by these terms, or do not have authority to bind customers to these terms, then do not use the product and return the product to MIX for a full refund in accordance with refund policies.

 

WHEREAS, MIX has developed certain data sets and research products (the “Licensed Data”).

 

WHEREAS, Licensee desires to obtain from MIX, and MIX desires to grant to Licensee, a license to use the Licensed Data solely for the Licensed Purpose in accordance with the terms and conditions set forth below.

 

NOW, THEREFORE, in consideration of the foregoing, the covenants contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the Parties, intending to be legally bound, agree as follows:

 

License Grant. Subject to the terms and conditions of this Agreement, MIX hereby grants to Licensee a nonexclusive, nontransferable (except as set forth in Section 14(a)), license to access and use the Licensed Data anywhere in the world during the Term and solely for researching and analyzing data, and publishing the results of such research and analysis in scholarly journals, papers or through other publications (the “Licensed Purpose”).  Licensee may not sell, offer to sell, transfer, copy, provide, disclose, distribute, publish or otherwise make the Licensed Data  available to any third party other than in connection with the Licensed Purpose, except that Licensee may make a reasonable number of copies of the Licensed Data solely for its own personal, noncommercial use and/or backup and disaster recovery purposes. 

 

Modifications.  Licensee may modify, enhance, adapt, customize or create derivative works of the Licensed Data (each, a “Modification”) solely for use in connection with the Licensed Purpose.  As between the Parties, Licensee shall own all right, title and interest in the Modifications, subject to MIX’s ownership rights in the Licensed Data as set forth in Section 9.

 

Attribution.  Licensee shall include the following attribution to MIX each time Licensee displays, by itself or on its behalf, the Licensed Data: (a) if the Licensed Data is displayed as delivered or in a graphical format, “Data provided by Microfinance Information eXchange, Inc. (MIX)” or (b) if the Licensed Data is displayed in a transformed or modified form, “Original, underlying data provided by Microfinance Information eXchange, Inc. (MIX)”.  Each such attribution shall appear on the same page or screen shot as the applicable data and in text no smaller than 8-point font.  Licensee shall not otherwise use or display MIX’s name, trademarks and/or logos, for any purpose (including with respect to advertising or publicity), nor state or imply that MIX has endorsed or approved any product or service provided by Licensee, without first obtaining written approval in each instance by MIX’s Executive Director. Except as expressly set forth in this Section 4, no license, right, title or interest in or to MIX’s name, trademark and logos is granted to Licensee or any other entity, either expressly or by implication, estoppel or otherwise. 

 

 

Confidential Information. 

 

(a)           Confidential Information.  “Confidential Information” means any and all materials and information, whether in written, electronic or oral form, disclosed or provided by one Party (the “Disclosing Party”) or otherwise made available to the other party (the “Receiving Party”) pursuant to this Agreement, including Licensed Data, marketing plans, product plans, business strategies, financial information, forecasts, personnel information, customer lists and data, domain names and any materials and information regarding a third party, and any other material of a confidential, non-public or secret nature that may be disclosed to the Receiving Party by the Disclosing Party.  Data sets containing adjusted data or funding liability data are specifically protected as confidential information and may not be released or published in any way that allows for the identification of an individual financial service provider and its adjusted indicator results.  Except for information that is required by law to remain confidential, Confidential Information shall not include materials or information that the Receiving Party has clear and convincing written evidence are (i) publicly available without violation of this Agreement or any other obligation of confidentiality, (ii) already known by the Receiving Party without any obligation of confidentiality, (iii) independently developed by the Receiving Party without any reference to, or use of, the Confidential Information, and/or (iv) subsequently disclosed to the Receiving Party by a third party without restriction and the disclosure by such third party does not violate any obligation of confidentiality.

 

(b)           Use and Disclosure.  The Receiving Party shall take reasonable precautions to protect the confidentiality of all the Disclosing Party’s Confidential Information, which precautions shall be at least the same as those taken by such Party to protect its own confidential information of a similar nature.  The Receiving Party shall not copy, use or disclose any of the Disclosing Party’s Confidential Information, except (i) to employees or independent contractors bound by confidentiality obligations in each instance as necessary for the Receiving Party to perform its obligations or enjoy the benefits provided hereunder or (i) as required by law, rule or regulation; provided that the Receiving Party has promptly notified the Disclosing Party of any legal process requiring production of such Confidential Information prior to compliance with such process and has taken all reasonable precautions, including obtaining a protective order if so requested by (and at the expense of) the Disclosing Party, to ensure confidential treatment of any Confidential Information so disclosed.  The Receiving Party shall promptly notify the Disclosing Party if the Receiving Party learns of any unauthorized use or disclosure of any Confidential Information.

 

(c)           Return. The Disclosing Party owns and shall continue to own all of the Confidential Information disclosed to the Receiving Party.  Upon the Disclosing Party’s written request or the termination or expiration of this Agreement, the Receiving Party shall promptly deliver to Disclosing Party all documents and materials of any nature pertaining to the Licensed Data provided to the Receiving Party and containing Confidential Information and, upon the Disclosing Party’s request, shall execute a document confirming that it has complied with the foregoing obligation.  Upon termination or expiration of this Agreement, the Receiving Party shall not, without the Disclosing Party’s prior written consent, take or retain any documents or materials or copies thereof containing any Confidential Information. The Receiving Party acknowledges that a violation of this Section 5 may cause the Disclosing Party irreparable harm. 

 

Information Security.  Licensee shall protect the Licensed Data against improper or unauthorized access, disclosure or use in accordance with industry standards for the physical and electronic protection of data, and at a minimum shall comply with the standards set forth in Annex D to this Agreement.

 

Audit.  MIX shall have the right to, at its expense and upon at least five (5) business days’ notice to Licensee, examine or audit, by itself or through its independent auditors, Licensee’s relevant information systems, books and records in order to verify Licensee’s compliance with the terms and conditions of this Agreement.  Licensee agrees to make such information systems, books and records available to MIX or its auditors at Licensee’s premises or facilities.  MIX may invoke its rights under this Section 7 without prejudice to any other rights or remedies it may have under this Agreement. 

 

Ownership.  As between the Parties, MIX solely and exclusively owns all right, title and interest, throughout the world in and to the Licensed Data, and all Intellectual Property therein.  Licensee shall not challenge or attack MIX’s ownership rights nor the validity or enforceability of any Intellectual Property included in the Licensed Data. Except for such rights expressly granted to Licensee herein, no license, right, title or interest in or to the Licensed Data is granted to Licensee or any other entity, either expressly or by implication, estoppel or otherwise. To the extent that any right, title or interest in and to the Licensed Data vests in Licensee, by operation of law or otherwise, Licensee shall, and hereby does, retroactive to the date such Licensed Data was created, irrevocably assign, transfer, and convey to MIX all right, title, and interest, throughout the world, in and to the Licensed Data, including all Intellectual Property therein, without further consideration.  Licensee shall, without further consideration, do all acts and things, including executing all such documents, as MIX may reasonably request in order to obtain, evidence, perfect or enforce this Section 8.  “Intellectual Property” means any and all (a) copyrightable works of authorship; (b) trademarks, service marks, logos and domain names, and all goodwill associated therewith; (c) trade secrets and confidential business information; (d) inventions (whether patentable or unpatentable and whether or not reduced to practice), all improvements thereto, and all patents, patent applications, and patent disclosures, together with all provisionals, reissuances, continuations, continuations-in-part divisions, revisions, extensions, and reexaminations thereof and (e) software and all data, databases and data collections.

 

Notice of Infringement or Unauthorized Use.  Licensee shall promptly notify MIX in writing if it becomes aware of any: (a) unauthorized access to or use of the Licensed Data by any third party; (b) any actual or written (or otherwise obvious) threats of infringement, misappropriation or other violation of the Licensed Data or (c) any third party’s allegation or complaint that the Licensed Data, or the use thereof, infringes, misappropriates or otherwise violates any third party Intellectual Property rights.  Licensee shall not make any admissions in respect of these matters other than to MIX and shall, in each case, provide MIX with all relevant information in its possession.  MIX shall have the sole right in its sole discretion to bring, and shall have the right but not the obligation to control the defense of, any infringement or other proceeding involving the Licensed Data.

 

 

Term; Termination. 

 

(a)           Term.  Unless earlier terminated in accordance with this Agreement, the term of this Agreement shall begin on the Effective Date and remain in full force and effect until any specified End Date (the “Term”);

 

(b)           Termination by Either Party.  Either Party may terminate this Agreement immediately upon notice if the other Party (i) materially breaches any provision of this Agreement and fails to cure such breach within thirty (30) days (or, with respect to payment defaults, fifteen (15) days) after receiving written notice of such breach or (ii) commences, or has commenced against it, bankruptcy proceedings in any jurisdiction and such proceedings are not dismissed within thirty (30) days, makes a general assignment for the benefit of its creditors, becomes insolvent, has a receiver appointed for it or its business, ceases operations or is liquidated or dissolved.

 

(c)           Termination by MIX.  Notwithstanding Section 10(b), MIX may terminate this Agreement immediately upon notice if Licensee (i) uses the Licensed Data in a manner that is outside the scope of or otherwise inconsistent with the licenses granted herein and fails to remedy and cease such use within fifteen (15) days after receiving written notice of such use or (ii) takes any action or engages in any activity that, individually or aggregated with any past actions, results or would result in any damage or harm to MIX’s business, image or reputation and fails to remedy and cease such actions within fifteen (15) days after receiving written notice of such actions.

 

(d)           Effect of Termination.  Upon termination or expiration of this Agreement for any reason, Licensee shall, within ten (10) days of such termination or expiration: (i) pay MIX all amounts accrued under this Agreement prior to such termination or expiration; (ii) as instructed by MIX, return to MIX or destroy all tangible copies of the Licensed Data; (iii) delete all copies of the Licensed Data from all computers, systems and networks used by Licensee and (iv) upon MIX’s request, provide MIX with a written certification, signed by an officer of Licensee, indicating that Licensee has complied with the foregoing (ii) and (iii).

 

(e)           Survival.  Sections 5, 8, 10(d), 10(e), 11, 12, 13 and 14 of this Agreement, and any other rights or obligations which by their nature are intended to survive, shall survive termination or expiration of this Agreement.

 

 

Disclaimer.  THE LICENSE GRANT AND ALL OTHER MIX OBLIGATIONS ARE MADE AND PERFORMED ON AN “AS IS” BASIS, WITH ALL FAULTS.  THE LICENSED DATA IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, MIX HEREBY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, ORAL OR IN WRITING, ARISING UNDER LAWS OF THE UNITED STATES OR ANY OTHER LAWS, INCLUDING WITH RESPECT TO VALIDITY, ENFORCEABILITY, NON-INFRINGEMENT OR THE LIKE WITH RESPECT TO THE LICENSED DATA.  SUBJECT TO SECTION 13, LICENSEE ACKNOWLEDGES AND AGREES THAT THE EXERCISE OF ITS RIGHTS HEREUNDER IS AT ITS SOLE RISK AND LIABILITY AND THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL MIX BE LIABLE TO LICENSEE OR ANY OTHER ENTITY FOR ANY CLAIM, LOSS OR DAMAGE OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THE DEFICIENCY OR INADEQUACY OF THE LICENSED DATA FOR ANY PURPOSE WHETHER OR NOT KNOWN OR DISCLOSED TO MIX. 

 

Indemnification by Licensee.  Licensee shall reimburse, defend (at MIX’s election and with counsel reasonably acceptable to MIX), indemnify and hold harmless MIX, its affiliates, and their respective shareholders,  directors, officers, and employees  from, and against any and all third party claims, damages, losses, deficiencies, liabilities, penalties, charges, costs, and expenses resulting from, relating to, or arising out of (a) Licensee’s use of the Licensed Data  outside the scope of the Licensed Purpose or otherwise in violation of this Agreement or (b) any claim that any Licensed Data infringes, misappropriates or otherwise violates any third party’s rights to any Intellectual Property, to the extent Licensee modifies, adapts or creates derivative works of such Licensed Data, or otherwise uses the Licensed Data in any form or format other than as provided to Licensee by MIX.

 

Indemnification by MIX.  MIX shall reimburse, defend (at MIX’s election), indemnify and hold harmless Licensee, its affiliates, and their respective shareholders,  directors, officers, and employees from, and against any and all third party claims, damages, losses, deficiencies, liabilities, penalties, charges, costs, and expenses resulting from, relating to, or arising out of any claim that the Licensed Data, or Licensee’s use thereof in accordance with this Agreement, infringes, misappropriates or otherwise violates any third party’s rights to any Intellectual Property (an “IP Claim”).  In the event an IP Claim is made, MIX may in its sole discretion either (a) modify the Licensed Data so that it is no longer infringing; (b) procure a license that would allow Licensee to continue to use the Licensed Data or (c) terminate the Agreement and refund to Licensee a pro-rated portion (based on the Term) of the remaining License Fee (if any).

 

 

Miscellaneous.

 

(a)           Assignment.  Licensee may not assign or otherwise transfer this Agreement, the license granted or any of its rights or obligations hereunder, without MIX’s prior written consent.  MIX may freely assign any of its rights and obligations under this Agreement.  Any attempted assignment or transfer in violation of this Section 14(a) shall be null and void.

 

(b)           Successors and Assigns; No Third Party Beneficiaries.  This Agreement, and the rights and obligations of the Parties hereunder, will be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns.  There are no third party beneficiaries to this Agreement, except as expressly set forth herein.

 

(c)           Relationship of Parties; no Exclusivity.  Nothing in this Agreement shall create or be construed as creating a joint venture, partnership, agency, fiduciary or employment relationship between the Parties.  Neither Party shall have any authority to assume or create any obligation or responsibility whatsoever, express or implied, on behalf or in the name of the other Party or to bind the other Party in any manner whatsoever, nor shall either Party make any representation, warranty, covenant, agreement, or commitment on behalf of the other Party.  This Agreement is non-exclusive and either Party may contract with other parties for the procurement or sale of comparable services or software.

 

(d)           Entire Agreement.  This Agreement, including all Annexes hereto which are hereby incorporated by reference, constitutes the entire agreement and understanding of the Parties with respect to the subject matter of this Agreement, and supersedes all prior or contemporaneous agreements, proposals, understanding or representations, whether written or oral, between the Parties with respect to the specific subject matter hereof. 

 

(e)           Amendments.  This Agreement may only be changed, modified or amended in writing and executed by both Parties.

 

(f)            Severability.  If any provision of this Agreement is held to be illegal, invalid, or unenforceable under present or future laws, such provision shall be fully severable, and this Agreement shall be construed and enforced as if such illegal, invalid, or unenforceable provision never comprised a part of this Agreement; and the remaining provisions of this Agreement shall remain in full force and effect and shall not be affected by the illegal, invalid, or unenforceable provision or by its severance from this Agreement.  Furthermore, in lieu of such illegal, invalid, or unenforceable provision, there shall be added automatically as part of this Agreement a provision as similar in its terms to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid, and enforceable.

 

(g)           No Waiver.  No waiver of any right shall be effective unless consented to in writing by the Party to be charged with such wavier, and the waiver of any breach or default shall not constitute a waiver of any other right hereunder or any subsequent breach or default.

 

(h)           Governing Law.  This Agreement and all disputes or controversies arising out of or relating to this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the state of New York, without reference to conflict of laws principles.  This Agreement shall be enforced in the courts of the District of Columbia only, and the Parties hereby consent to such venue and to the exclusive and personal jurisdiction of such courts over the subject matter of such enforcement and the Parties themselves.

 

(i)             Binding Arbitration.  Except for any attempt to obtain an equitable order of specific performance and/or any remedy for any actual, alleged or threatened breach of Sections 1, 5 and 8which may be sought in any court of competent jurisdiction, all other disputes arising out of or in connection with this Agreement, which cannot be settled by mutual agreement between the Parties, shall be settled by a single arbitrator in an arbitration proceeding in the District of Columbia, or another mutually agreeable location in accordance with the then effective Commercial Arbitration Rules of the American Arbitration Association.  Any award by the arbitrator shall be final, binding and nonappealable (except for errors of law).

 

(j)             Equitable Remedies.  In the event of a breach or threatened breach of this Agreement by Licensee, MIX may suffer irreparable harm or injury for which money damages are inadequate.  In the event of such breach, MIX shall be entitled to seek injunctive relief, without need to post a bond or other security, in addition to MIX’s legal and other equitable remedies.

 

(k)           Notices.  Any notices or communications to be given under this Agreement by either Party to the other Party shall be deemed to have been duly given if given in writing and

 

(i) personally delivered, (ii) sent by nationally recognized overnight courier, (iii) sent by facsimile (with electronic confirmation), or (iv) sent by mail, certified, postage prepaid with return receipt requested, in each case, at the address for such other Party set forth below.  Notices delivered personally, by courier, or by facsimile shall be deemed communicated as of actual receipt.  Mailed notices shall be deemed communicated as of 10:00 a.m. on the third business day after mailing.  Any Party may change such Party’s address for notice under this Agreement by giving prior written notice to the other Party of such change in the manner provided in this Section 14(l).

 

(i) If to MIX, addressed to:

 

Microfinance Information eXchange, Inc.
Attn: Chief Executive Officer,
2020 Pennsylvania Ave., NW
Suite 358
Washington, DC 20006 USA