Redistribution Licence

1. This Schedule

1.1 This is the Schedule for the Redistribution Licence. It incorporates the Data Terms and the Source Conditions Schedule, which rank as set out in clause 3 of the Data Terms. Words defined in the Data Terms have the same meaning here.

1.2 An Onward Supply Licence. A Redistribution Licence is an Onward Supply Licence (Data Terms clause 2.1). So the Data Terms clauses written for anyone who supplies Data to others apply to you: 7.6 (Upstream changes), 7.8 (passing Source Conditions on), 11.10 (deletions down the chain), 16.5 (discontinuance), 16.6(d) (what happens at the end), 19.7 (resupply in trade), 23.5 (sanctions), 25.4 (records and audit) and 26.3 (change of control). This Schedule says how they apply to your Licensee Products.

1.3 Snapshot with redistribution. If an Order Form grants a right of Redistribution with an All-markets Snapshot (Snapshot Schedule clause 2.2), that right is the right to Display the Snapshot's Data, and to allow End User exports under clause 5.3, in the Licensee Products named in the Order Form or notified under clause 2.2, for as long as the Snapshot Licence lasts. This Schedule governs that right, except clauses 3, 4.1, 4.3 and 10.1. The Snapshot Schedule governs the Snapshot itself, and the price is the one in the Order Form (US$29,500 list price at the date of this Version). For the right of Redistribution this Schedule prevails over the Snapshot Schedule; in everything else the Snapshot Schedule governs. If only the right of Redistribution ends (for example under Data Terms clause 7.6, 16.5 or 26.3), clause 12.1 requires you to stop Displaying and supplying the Data, not to delete the Snapshot.

2. The Licensee and its products

2.1 One person or organisation, named at checkout or in the Order Form: a company or other legal entity, or an individual acting in the course of their own business (including a sole trader). Related companies (parents, subsidiaries and sister companies) are not covered unless the Order Form names them; each otherwise needs its own Licence.

2.2 Each Licensee Product must be listed in the Order Form, or notified to us in writing (name, address, a short description and the markets it Displays) before Data first appears in it. A Licensee Product must be your own: run by you, under a brand you own or control, and offered to End Users on your own terms. Running a product for another business, or under its brand, is OEM supply (clause 13).

3. Fees and term

3.1 US$9,900 a year, billed annually in advance as one payment, or the annual Fee stated in the Order Form. There is no monthly price and no monthly billing. The Licence renews for a further year unless cancelled before the renewal date, and cancellation takes effect at the end of the current year (Data Terms clauses 14.2 and 15.1). We may decide not to renew it by notice at least 60 days before the renewal date (Data Terms clause 15.1A). Clause 14.10(c) of the Data Terms (gross-up for withholding) applies.

4. What you may do

4.1 Everything the Commercial Licence permits, for the Licensee.

4.2 Display Data and Derived Data to End Users within your Licensee Products.

4.3 Cache, store and serve the Data from your own infrastructure for that purpose, and download the bulk files for it.

4.4 Use AI features in a Licensee Product to Display Data to End Users, within the limits in clause 5 and clause 24.2 of the Data Terms.

5. Limits and duties for End Users

5.1 Your product must add value. Each Licensee Product must add substantial value beyond the Data itself — analysis, software features or editorial content. It must not be mainly a way to obtain the Data, such as a data feed, a data-download service, or a database whose main value is the Data.

5.2 Display, not delivery. End Users may view the Data in human-readable form. You must not give End Users an API, a feed or bulk files.

5.3 Small exports only. You may let an End User export, for their own use, no more than one entity's Data, or 100 Company-Period Values, per request, and only if: (a) the End User is signed in to an account with you that lets you contact them, and has accepted your End User terms (clause 5.4); (b) the export carries the Attribution Notice, with its Date Line, for each market it contains — for a CSV file, in a final source_attribution column or in an ATTRIBUTION.txt beside it; and (c) you log the export: who made it, when, and which markets and entities it contained. You must use reasonable technical measures, such as rate limits and the absence of bulk-download functions, to stop systematic extraction.

5.4 End User terms. Every End User must be bound by your written terms. An End User who only views Data may be bound by terms shown or linked on every screen that Displays it, where the law governing those terms allows. An End User who exports, downloads or otherwise receives a copy must first accept them by a positive act — a clickwrap is enough (Data Terms clause 7.8(a)). Your terms must be at least as protective of us and the Source Registers as the following, and must say them in plain words: (a) Own use only. The End User may use Data only for their own purposes. They must not redistribute, resell or sublicense it, extract it in bulk, scrape your product, use it to build a competing dataset, or train or prompt a model to reproduce it. (b) Attribution. They must keep the Attribution Notices with any Data they export, quote or publish, and must not remove or change them. (c) No endorsement, no misrepresentation. They must not suggest that WU Capital or any Source Register endorses them. They must not present Data as a Source Register's own unprocessed publication, as an official or certified copy of a filing, or as current when it is not. If they process Data further and publish the result, they must say so and name themselves. (d) People and lawful use. They must not use Data to identify natural persons or, combined with personal data, to profile, evaluate, monitor or make decisions about natural persons (Data Terms clause 6.1(d) to (f)), or for any unlawful purpose, or in a way that infringes the rights of others. They must keep any information about a natural person that they find in Data secure, and delete it when told to (Data Terms clause 12.3A). (e) Market conditions. They must comply with the conditions that the "Passing on" paragraph of the Source Conditions Schedule lists for each market your product Displays (Source Conditions Schedule clause 1.6). These include: for French Data, no search, filter, sort or index by any criterion in article A.123-69 of the French Code de commerce, and no prospecting or marketing lists without first checking each company's objection status; for Danish Data, no direct marketing, and the advertising-protection marking kept with the data; and for Belgian Data, no use of the National Bank of Belgium's name or logo except to name it as the source. (f) Deletion. When you tell them that a record has been withdrawn, or that a Source Register or public body requires Data to be removed or restricted, they must stop using it and delete it from anything they exported, within 30 days after our listing or by the date you give them under clause 5.7. (g) No liability of WU Capital or the Source Registers. Data is provided as is and is not investment advice, and neither WU Capital Limited (nor its directors, employees or contractors) nor any Source Register is liable to the End User, except for loss caused by its fraud, intentionally or by its gross negligence, and except to the extent a law that cannot be excluded provides otherwise (in New Zealand, the Consumer Guarantees Act 1993 and the Fair Trading Act 1986; in Australia, the Australian Consumer Law). (h) Survival. (a) to (g) continue for Data the End User exported or received, after their account or your product ends. (i) Suspension. You may suspend or end their access to Data if they breach these terms, or where a notice under Data Terms clause 7.6 requires it. (j) Notices. Your terms must give them the notices that the "Passing on" paragraph of the Source Conditions Schedule requires for each market your product Displays, including: for French Data, that articles L.322-1, L.322-2 and L.326-1 of the French Code des relations entre le public et l'administration bind them directly as reusers, and that the Commission d'accès aux documents administratifs can fine them for a breach; for Danish Data, that the vilkår and the Danish Act on the Central Business Register bind them directly; for Belgian Data, the accuracy and legal-status notice in Source Conditions Schedule clause 3.3(h); for Japanese and Korean Data, the notices in clauses 3.4(f) and 3.5(e) of that Schedule; and for Taiwan OpenAPI Data, that the Open Government Data License binds them directly. (k) Records. Your terms, or the privacy notice they link to, must tell End Users who export Data that a record of their exports (who, when, and which markets and entities) is kept and may be given to WU Capital Limited, 17 Beltany Drive, Flat Bush, Auckland 2019, New Zealand, to pass on deletion and upstream-change notices, for audits, and to answer a Source Register or a person asking who received their data, and that they may ask WU Capital for access to and correction of information about them at contact@tradingagentapp.com. (l) Enforcement by us. WU Capital and the Source Registers may enforce (a) to (f) and (h) directly, and WU Capital, its directors, employees and contractors, and the Source Registers may rely on (g) directly, to the extent the law governing your terms allows. For (g), you accept the End User's agreement also as agent for WU Capital Limited, its directors, employees and contractors, and each Source Register (Data Terms clause 7.8(c)). You must not waive these terms as they apply to Data, must enforce them at your cost at our reasonable request, and must give us a copy of your current End User terms on request. Where the law governing your End User terms does not let us enforce them, or let us or our directors, employees and contractors rely on (g), directly, you hold their benefit for us (and, for (g), also for our directors, employees and contractors), and must assign your rights to enforce them to us if we ask (Data Terms clause 7.8(c) and (d)).

5.5 Removed records. Clause 11.10 of the Data Terms applies to every Licensee Product. For each record listed in the Deletions Feed: (a) Stop showing it. Stop Displaying it and offering it for export in every Licensee Product within 30 days after its listing or, for a record marked "delete", within 5 Business Days after the earlier of our email and your first access to the entry. Delete it from your own copies as clauses 11.3 to 11.6 of the Data Terms require. (b) Tell End Users who exported it. Within 5 Business Days after the listing (for a "delete" entry, after the earlier of our email and your first access to the entry), use your export log to tell each End User whose export contained the record that it has been withdrawn and must be deleted within 30 days after our listing. Say only that; the feed does not give a reason. (c) Upstream changes. For a record listed under clause 7.6 of the Data Terms and marked "withdrawn", the date in our notice applies instead of the 30 days in (a), and clause 5.7 applies. A record marked "delete" follows (a) (Data Terms clause 7.6). You need not retrieve exports, but (b) applies to them. Keep a record of each notice you send (Data Terms clause 11.10(c)).

5.6 New Zealand charities data. Clauses 5.1 to 5.3, 5.4 (except (g), (l) so far as it concerns reliance on (g), and (b) so far as it requires End Users, when they publish, distribute or otherwise make that data available to the public, to give the licence reference, credit the Department as suits the medium (or use another credit that meets CC BY 3.0 NZ clause 2.1) and note changes, and to remove the credit if the Department asks), 5.5, 5.7, 6.1(a), 8.1 to 8.3 and 12 of the Redistribution Schedule do not apply to New Zealand Charities Register data. Clause 6.1(b) applies to it only as this clause states, and clause 6.2 only for removing the licence reference or the Department's credit. Your End User terms must not restrict anything CC BY 3.0 NZ permits for that data, and must tell End Users that the Department of Internal Affairs licenses it under CC BY 3.0 NZ, with the licence address. You must not apply to that data any digital rights management, or other technical measure, that has the effect or intent of restricting a recipient's rights under that licence; you may limit who can access your product. Wherever you Display or supply that data, give the licence reference, credit the Department and show that changes were made, by keeping its Attribution Notice or another credit that meets CC BY 3.0 NZ clause 2.1. If the Department asks for its credit to be removed, remove the credit and keep the licence reference (Data Terms clause 8.4; Source Conditions Schedule clause 3.8).

5.7 Upstream changes. If we give you notice under clause 7.6 of the Data Terms, then within 5 Business Days you must pass it on to the End Users your export log shows exported the affected Data, and by the date in our notice you must apply the same stop, deletion or restriction in every Licensee Product. Your End User terms must require those End Users to comply by the same date (clause 5.4(f)).

6. Attribution — a condition of this Licence

6.1 Every screen, page, document or export in a Licensee Product that shows Data must carry: (a) our credit, Fundamentals data: Trading Agent, linked to https://www.tradingagentapp.com; and (b) the Attribution Notice, with its Date Line, for each market shown, in the way the Source Conditions Schedule describes (clause 2.4(b)): on the same screen or page, or behind a clearly labelled "Sources" link on it.

6.2 Deliberately removing a Source Register's Attribution Notice (except a removal, or another credit, that Data Terms clause 8.4 allows for New Zealand charities data) is a Serious Breach (Data Terms clause 16.3(d)(iii)). Our credit can be removed only under an OEM Agreement (clause 13).

6.3 Your own brand may appear with the Data, but nothing may suggest that we or any Source Register endorse you or your product (Data Terms clauses 6.1(k) and 8.6).

7. Markets with particular rules

7.1 Taiwan. Taiwan Data from both routes may be Displayed and exported like other Data (Source Conditions Schedule clause 3.6). Every screen or export that shows a Taiwan record must carry the Attribution Notice for its route; until records are marked by route, it must carry both notices. You must not describe Taiwan Archive Data as open data or as released under the Open Government Data License.

7.2 New Zealand charities data is licensed to you directly under CC BY 3.0 NZ, and nothing in this Licence restricts what that licence permits (Data Terms clauses 5.1 and 7.4; clause 5.6 of this Schedule).

7.3 France. Your product must not let End Users or robots harvest French Data in bulk, and you must not let search engines index pages that Display French Data entity by entity unless we have told you in writing that INPI accepts it (Source Conditions Schedule clause 3.1(f)). It must not offer any search, filter, sort or index by a criterion in article A.123-69 of the French Code de commerce (Data Terms clause 6.1(g)).

7.4 Denmark. Keep the Danish Attribution Notice, which carries the advertising-protection marking, on every screen and export that shows Danish Data, with the marking itself visible on every such screen or page, not only behind a "Sources" link, and do not offer Danish Data for marketing or contact lists (Source Conditions Schedule clause 3.2(c); Data Terms clause 6.1(n)).

7.5 Belgium. If End Users pay you for files or exports that contain Belgian Data, first tell them in writing that Belgian annual accounts are available free of charge from the National Bank of Belgium at https://consult.cbso.nbb.be. Do not make Belgian Data searchable by the name of a natural person (Source Conditions Schedule clause 3.3(c) and (f)).

7.6 Japan. Keep the processing statement that names WU Capital Limited as processor. If you process Japanese Data further before Displaying it, add your own processing statement naming yourself (Source Conditions Schedule clause 3.4(b)).

8. What you may not do

8.1 Sell, license or provide the Data as a dataset, data feed or API, or sublicense the Data or any right to redistribute it.

8.2 Remove our credit, white-label the Data, or run a Licensee Product for another business or under its brand.

8.3 Supply the Data to another data vendor, or let End Users or an AI feature extract it beyond clause 5.

8.4 Everything in clause 6 of the Data Terms.

9. Your responsibility for End Users

9.1 You are responsible for your Licensee Products and for your End Users' use of the Data. Clause 18.1 of the Data Terms applies, including (c) (failing to keep notices, comply with Source Conditions or pass them on), (d) (claims by End Users), (f) (claims by End Users you did not bind to the no-liability term in clause 5.4(g)), (g) (sanctions) and (h) (upstream-change notices and deletions down the chain). The indemnity is reduced only as the last sentence of clause 18.1 of the Data Terms says (Data Terms clause 17.5).

9.2 Breaches by End Users. If you learn that an End User has breached a term clause 5.4 requires, you must take reasonable steps to stop the breach, including suspending their access to Data. You must tell us within 5 Business Days if the breach concerns clause 5.4(d) or (e) or a listed record. Clause 7.8(e) of the Data Terms says when you are responsible to us for an End User's breach.

9.3 Records. Keep the records clause 25.4 of the Data Terms requires — your Licensee Products, your current and past End User terms, your export log (clause 5.3(c)) and the notices you send under clauses 5.5 and 5.7 — for the Licence Term and 12 months after it, and for three years after it for the records in Data Terms clause 11.10(c).

9.4 Personal data. You and each End User are separate controllers for your own processing (Data Terms clause 12.3). If the Data you Display contains Personal Data, clause 12.3A of the Data Terms applies, including your own lawful basis and privacy notice (12.3A(e)) and passing the same protection on (12.3A(b)).

9.5 Sanctions. Clause 23.5 of the Data Terms applies. For a Licensee Product this means at least: blocking access from the countries and regions in Data Terms clause 23.1(b); screening the businesses and individuals who pay you for access against the lists in Data Terms clause 23.1(a); and telling us within 2 Business Days if you find a match.

10. Service level, support and audit

10.1 Clause 22.1(b) to (f) of the Data Terms applies (99.5% monthly API availability target, with service credits). Support aims to respond within 2 Business Days.

10.2 Clauses 25.1, 25.2 and 25.4 of the Data Terms (self-certification, audit and records) apply.

11. Business terms and liability

11.1 Resupply in trade. You acquire this Licence to resupply Data in trade, so for this Licence you are not a consumer under section 2 of the Consumer Guarantees Act 1993 or section 2 of the Fair Trading Act 1986 (Data Terms clause 19.7). If that is wrong, clause 19.2 of the Data Terms applies where its conditions are met. Clause 19.3 of the Data Terms (Australian Consumer Law) applies as it states.

11.2 Liability. Clause 17 of the Data Terms applies. In short: neither party's liability for fraud, or for loss caused intentionally or by gross negligence, by it or its officers or employees is limited (17.1); money claims are brought against the other party, not its directors, officers or employees personally (17.8); neither is liable for the losses listed in 17.2; our total liability is limited to the Fees paid and payable in the 12 months before the event giving rise to the first claim (17.3(a)) or, for a Snapshot with redistribution, to the Fees paid for that Snapshot and its Update Packs (17.3(b)); your liability for deliberate, repeated or bulk Redistribution beyond this Licence and for the other breaches in 17.4(a) is not limited; your liability for other breaches of the clauses listed in 17.3(d), including this Schedule's clauses on End User terms, exports, deletions and records, is limited as 17.3(d) states; and 17.2 does not exclude our claim for the fees we would have charged for use beyond this Licence. Clause 17.7 explains why.

11.3 Law. This Licence is governed by New Zealand law, and disputes are resolved under clause 30 of the Data Terms. No Order Form changes clause 30.1 of the Data Terms for this Licence (Data Terms clause 3.4). Your End User terms may be governed by another law, but must meet clause 5.4.

12. When it ends

12.1 Within 30 days, or within the shorter time clause 16.6(d) of the Data Terms sets where we end this Licence for a Serious Breach, repudiation, misrepresentation or sanctions, or a Source Register or public body requires it, stop Displaying and supplying the Data in every Licensee Product and delete it, under clause 16.6 of the Data Terms. You need not retrieve exports End Users obtained lawfully under clause 5.3 before the end. For a Snapshot with redistribution where only the right of Redistribution ends, you stop Displaying and supplying the Data but keep the Snapshot for Internal Use (clause 1.3). A suspension under clause 16.2 of the Data Terms may also require you to stop Displaying and supplying the affected Data until we lift it, as that clause says.

12.2 For 12 months after the end, clauses 5.5(b) and 5.7 continue to apply to those exports, and we will continue to email you notice of "delete" listings that affect Data you supplied. Keep your export log for that purpose. After those 12 months, clause 11.10 of the Data Terms no longer requires you to pass on listings for this Licence, and clauses 5.5 and 5.7 end for it. Clauses 5.4 (for Data already supplied) and 9.3 continue (Data Terms clause 16.9).

12.3 If we discontinue a market, or Trading Agent Data, or our access to a market's material ends after an Upstream Change, clause 16.5 (or 7.6) of the Data Terms applies: you may continue to Display Data already delivered in your Licensee Products for no more than 12 months after the discontinuance or our notice, and must then stop Displaying and supplying it as clause 16.6(d) of the Data Terms describes; you may keep it for Internal Use. This applies to a Snapshot with redistribution (clause 1.3) too: the Snapshot continues for Internal Use, and we refund the part of its price for the right of Redistribution in the markets affected, as clause 16.5 (or the Fees paragraph of clause 7.6) of the Data Terms provides.

13. OEM

13.1 Removing our credit, running a product for another business or under its brand, sublicensing Data to your customers, and supplying Data as or within a data product are available only under an OEM Agreement on the OEM Schedule, signed as an Order Form (from US$2,500 a month). This Schedule does not grant them. No OEM Agreement can remove or shorten a Source Register's Attribution Notice (except as Data Terms clause 8.4 allows for New Zealand charities data), displace clause 7.6 of the Data Terms, or sublicense New Zealand Charities Register data (Data Terms clause 3.4), whose recipients take it directly from the Department of Internal Affairs under CC BY 3.0 NZ.