Thanks for your support to D&B’s services. Any user shall use D&B’s services and any information included in such services (“D&B Product” or “Service”) in compliance with the specific terms and conditions. Before you start to use D&B Product in any manner, please carefully read and understand these terms of use for D&B services (“Terms of D&B Service”). If you don’t agree the Terms of D&B Service, please stop immediately using D&B Product; your behavior of using D&B Product in any manner will be deemed as that you have read and accepted these Terms of D&B Service.
Terms of D&B Service include two sections of the General Terms and the Special Terms. The General Terms apply to all categories of D&B Product, and the Special Terms apply to the specific D&B Product that you subscribe and use. If any inconsistency between the General Terms and the Special Terms, the Special Terms shall prevail. In below terms, you are referred as “Customer”, and D&B entity and its affiliates providing D&B Product are referred as “D&B”.
I. GENERAL TERMS
1. Customer acknowledges that all D&B Product is owned by Dun & Bradstreet (HK) Limited and its licensors (“D&B”) and that the copyright to the D&B Product is and shall remain with D&B. Customer also agrees that Customer will not use any D&B trade name, trademark, service mark, logo, or copyrighted materials in any manner without the prior written approval of D&B.
2. D&B Product is licensed to Customer for its internal legitimate business use and for no other purpose. None of the D&B Product may be made available in whole or in part to any third party. Customer agrees that Customer is expressly prohibited from using the D&B Product as a factor in establishing an individual’s eligibility for (i) credit or insurance to be used primarily for personal, family or household purposes, or (ii) employment. Customer represents and warrants that Customer’s use of D&B Product shall comply with all applicable laws and regulations under any circumstances.
3. Customer shall not use the D&B Product in any way that: (A) infringes, misappropriates, or violates a third party’s intellectual property or proprietary rights, including rights of privacy and publicity; (B) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; or (C) is fraudulent, false, misleading, or deceptive.
4. Customer agrees that the D&B Product and any Derivative Information may not, unless approved in advance by D&B, be used in whole or in part: (i) to develop a substitute for the D&B Product, or to compete with or replace the D&B Product of D&B; or (ii) in or with proprietary or third party generative Artificial Intelligence Technology (such as, but not limited to, ChatGPT and Gemini for Google Workspace), including, without limitation, to train, ground, prompt, or tune large language models (LLMs), foundation models or other generative Artificial Intelligence Technology. “Artificial Intelligence Technology” means machine-based systems that are designed to operate with varying levels of autonomy, and that can, for a given set of objectives, infer, from the input received, how to generate predictions, recommendations, content or decisions that influence physical or virtual environments, including, but not limited to, deep learning NLP algorithms, Large Language Models, Small Language Models, generative AI systems, or any derivative technologies and applications, both as they exist today and as they may evolve in the future. “Derivative Information” means any enhancements, modifications or derivative works from and of D&B Product, in whole or in part (including in anonymized form).
5. D&B Product furnished hereunder may be used throughout the term Customer is expressly permitted. Upon expiration or termination of the license period, Customer shall immediately destroy all originals and copies of any D&B D&B Product, and upon request, provide D&B with certification thereof.
6. Customer agrees to indemnify, defend, and hold harmless D&B and its licensors and providers from any claim or cause of action arising out of or relating to use of the D&B Product by (i) individuals or entities which have not been authorized by D&B to have access to and/or use the D&B Product and (ii) Customer, when such use may be in violation of these terms.
7. Customer acknowledges that D&B and its licensors and providers make no representations or warranties of any kind with respect to the accuracy, current-ness, completeness, timeliness, merchantability, or fitness for a particular purpose of the D&B Product or of the delivery mechanism through which the D&B Product is provided.
8. Customer agrees that D&B and its licensors and providers will never be liable for consequential, incidental, special, punitive, or other indirect damages, even if advised of the possibility of such damages. Customer also agrees that D&B and its licensors’ and providers’ aggregate liability, if any, for any and all losses, damages, or injuries which Customer suffers arising out of any acts or omissions of D&B in connection with the D&B Product, regardless of the cause of the loss, damage, or injury (including negligence) and regardless of the nature or equitable right claimed to have been violated, shall never exceed the amount paid by Customer for the D&B Product or HKD10,000, whichever is greater.
9. Customer may, in its sole discretion, directly or indirectly, from time to time provide Customer Data to D&B and/or D&B global affiliates. Where Customer Data is provided to D&B for the purpose of providing services related to D&B, the Customer grants D&B a restricted, non-exclusive, revocable, royalty-free license to use such Customer Data solely for the purpose of providing the relevant services. Where Customer Data is provided for additional purposes to validate and/or enhance D&B's business information services, Customer grants D&B a non-exclusive, royalty-free license to use Customer Data for such purposes (D&B will not disclose the source of Customer Data unless required by law). D&B may disclose Customer Data to its global affiliates. Customer Data is any data provided to D&B by the Customer.
10. Customer agrees that D&B is a third party beneficiary of these terms.
11. D&B Product may include Restricted Data on U.S. businesses that operate as a Sole Proprietor, which is a business with a single owner and no formal legal entity structure. “Restricted Data” on Sole Proprietors includes financial information (including but not limited to revenue, sales, and financial statements), credit information (including but not limited to payment experience data or data in a credit report), diversity insights (including diversity ownership information), and IP address insights (including a business’s online activities or digital footprint).
Based on Applicable Law, D&B has implemented certain controls to restrict access to the Restricted Data to Customers and Customer users based in (or owned or controlled by a business or individual based in) Chinese Mainland, Hong Kong Special Administrative Region, Macau Special Administrative Region, Russia, Iran, North Korea, Cuba, or Venezuela. Customer hereby confirms that:
(i) Customer is one or both of the following: (a) Customer is based in (or owned or controlled by a business based in) Chinese Mainland, Hong Kong Special Administrative Region, Macau Special Administrative Region, Russia, Iran, North Korea, Cuba, or Venezuela, or (b) one or more of Customer’s users that will access D&B Product through the license granted to Customer is based in or owned or controlled by a business based in) Chinese Mainland, Hong Kong Special Administrative Region, Macau Special Administrative Region, Russia, Iran, North Korea, Cuba, or Venezuela.
(ii) Customer is a Restricted Party. No Restricted Party may proactively search nor otherwise attempt to access or use any Restricted Data in D&B Product.
(iii) If Customer discover that Customer has accessed or used the Restricted Data, Customer must promptly notify D&B at incident@dnb.com .
D&B monitors its systems for appropriate use and compliance. If D&B discovers that a Restricted Party has accessed Restricted Data, D&B will promptly take measures to remove such access, to delete any reports in its systems generated based on such access, and will require Customer to certify that it has deleted all copies of such data and reports that may have been generated, accessed, or downloaded. Failure to do so in the timelines prescribed by D&B may result in termination of Customer access to D&B Product.
12. D&B Product may include EEA Restricted Data. EEA Restricted Data may only be accessed by Customers who have a legitimate interest or are otherwise permitted access in accordance with Applicable Law. To meet these requirements, Customer must either: (i) be an obliged entity, or a competent authority or other permitted public authority, (in each case as defined by Applicable Law); or (ii) have a legitimate interest to access the EEA Restricted Data for managing risk and compliance obligations with respect to preventing money laundering, predicate offences (including those that may be linked to fraud, corruption, terrorism, organized crime, regulatory and suspicious activity reporting, sanctions, trade export requirements and restrictions, or other regulatory risks and associated obligations) or terrorist financing.
If Customer cannot confirm that it meets one of the conditions above, then Customer is prohibited from searching or otherwise attempting to access or use any EEA Restricted Data.
If D&B identifies that Customer has accessed or used EEA Restricted Data in breach of the foregoing restriction, D&B will promptly take measures to remove such access, to delete any reports in its systems generated based on such access and will require Customer to certify that it has deleted all copies of such Information and reports that may have been generated, accessed, or downloaded. Failure to do so may result in termination of Customer’s access to D&B Product.
Customer must promptly notify D&B at incident@dnb.com if it identifies any unauthorised access to or use of EEA Restricted Data.
“EEA Restricted Data” means any of the following information about a Beneficial Owner that originates from a central beneficial ownership register within any member state of the European Economic Area (EEA): name, month and year of birth, country of residence, nationality or nationalities, and nature or extent of beneficial interest held.
“Beneficial Owner” means any natural person who ultimately owns or controls a legal entity, an express trust, or a similar legal arrangement.
II. SPECIAL TERMS (relevant terms below will apply for specific D&B Product used by Customer)
D&B ESG REGISTERED
1. D&B ESG Registered Badge and Profile
1.1 Customer agrees to provide information concerning its business (“Customer Information”) to D&B, by completing a D&B ESG Self-Assessment Questionnaire (“ESG Questionnaire”) as required by D&B, which includes separate terms and conditions regarding Customer Information and D&B’s use of Customer Information. Customer shall also assist D&B in verifying the Customer Information as necessary. D&B will analyse and summarize the Customer Information and combine it with other data sources to enable D&B to create the D&B ESG RegisteredTM badge and the D&B ESG RegisteredTM profile (“Profile”) for Customer, and which will be available for Customer to display through the D&B ESG RegisteredTM service for the duration of the license term. D&B shall provide the Customer with a D&B ESG RegisteredTM badge that can be installed by Customer itself on Customer's official website that links to the Profile after getting the Customer Information. Customer acknowledges that some data used by D&B in providing the Profile is self-reported and has not been independently validated by the third-party data provider or D&B. D&B and its third-party data provider disclaim all representations and warranties, express or implied, related to the collection and compilation of such data.
1.2 Customer represents and warrants the following:
1.2.1 Customer Information provided in the ESG questionnaire is, and any supplementary information with respect to Customer's business as may be provided by Customer to D&B from time to time shall be, complete, current, and accurate. Customer has all necessary rights, title, consents, and authority to provide Customer Information to D&B.
1.2.2 Customer shall proactively inform D&B immediately if there is any change in the Customer Information or other material issues relating to the Customer's business. In addition, Customer shall update the Customer Information annually at D&B’s request.
1.2.3 Customer will not use D&B ESG RegisteredTM (a) anywhere other than Customer’s official website without D&B’s prior written consent, (b) to engage in any unfair or illegal practices, and/or (c) for any other purpose for which D&B ESG RegisteredTM is not clearly intended.
1.2.4 Customer’s website where D&B ESG RegisteredTM is installed shall not contain information or content which is illegal, illicit, obscene, defamatory, infringing to third parties, and/or otherwise harmful to the reputation of D&B.
1.2.5 Customer will not represent that D&B ESG RegisteredTM implies any endorsement by D&B, affiliation with D&B, or any other conclusion that goes beyond what is included in the ESG Ranking.
1.3 After D&B ESG RegisteredTM is delivered to the Customer, Customer is obligated to acknowledge the receipt of the delivery within five (5) working days from the date of the delivery communication. Otherwise, the delivery is deemed as accepted by the Customer after five (5) working days from the date of delivery communication.
1.4 Customer shall fill in and submit the ESG Questionnaire and do the annually updates on time. Customer acknowledges that its failure of submitting ESG Questionnaire and maintain updates of Customer Information on time may affect D&B's normal performance of the services (including but not limited to the failure to produce ESG RegisteredTM badge and Profile, incomplete Profile information, etc.).
1.5 Customer grants a free, permanent, non-exclusive, non-transferable, worldwide right and license to D&B to use Customer Information for the purpose of producing and selling the products and services of D&B and its affiliated group, including copy, analyze, compile, process, display and make derivative works of Customer Information. D&B reserves the right to process and use Customer Information, nor is it bound by any conditions or restrictions attached to the provision of Customer Information when provided by Customers.
1.6 The D&B ESG RegisteredTM badge and Profile will be inactive upon the expiration of the License Term or early termination.
2. Intellectual Property
2.1 Customer acknowledges that D&B or its associated entity is the sole owner and proprietor of all the intellectual property rights in all D&B ESG Questionnaire, ESG RegisteredTM badge and Profile (“D&B’s Proprietary Information”). Customer shall not copy, modify, reproduce, repackage, resell, display, publish, transmit, transfer, disseminate D&B’s Proprietary Information, in whole or in part, in any form or manner or by any means whatsoever without the prior written permission of D&B.
2.2 The D&B ESG RegisteredTM badge and other proprietary logos or trademarks as may be displayed on ESG RegisteredTM badge and Profile(if any) (“D&B’s Proprietary Marks”), are owned either by D&B or its associated entity, as the case may be, and D&B or such associated entity is the sole owner and proprietor of the IP Rights therein. Customer shall not take, directly or indirectly, any action inconsistent with, derogatory to or otherwise undermining IP Rights and relevant interests of D&B’s Proprietary Marks, including but not limited to: (i) copying, modifying, reprinting D&B’s Proprietary Marks or using them outside of its website without D&B’s prior written permission; (ii) adoption, using, registering or attempting to register any logo and/or trademark confusingly similar to the D&B’s Proprietary Marks.
2.3 Any action infringing the intellectual property rights of D&B by the Customer will cause irreparable injury to D&B or its associated entity, and D&B shall be entitled to suspend or terminate D&B ESG RegisteredTM service without any refund and claim for compensation for its losses (including lawsuit costs, attorney fee and any other cost or expense relating to such claim).
3. Disclaimer of Liability & Indemnity
3.1 D&B DOES NOT GIVE ANY WARRANTY WHATSOEVER, INCLUDING BUT NOT LIMITED TO, AS TO THE COMPLETENESS, TIMELINESS AND ACCURACY OF D&B’S PROPRIETARY INFORMATION AND EXPRESSLY DISCLAIMS, TO THE MAXIMUM EXTENT ALLOWED UNDER THE APPLICABLE LAW, ALL LIABILITY FOR DIRECT OR INDIRECT LOSSES RESULTING FROM THE USE OF OR RELIANCE ON D&B’S PROPRIETARY INFORMATION.
3.2 Customer will indemnify, defend, and hold D&B and its directors and employees (the “D&B Indemnitees”) harmless from and against any liabilities, damages, costs or expenses (including attorney’s fees and lawsuit costs) suffered by D&B or any D&B Indemnitees in connection with any claim by a third party arising from or in any way related to (i) the information on the Customer’s website (if any) or other websites designated by the Customer, where the D&B ESG RegisteredTM badge is installed; (ii) the Customer Information provided by the Customer to D&B and the Customer’s conduct of business; (iii) any breach of these terms by the Customer and its employees or agents.
D&B D-U-N-S® REGISTERED® SERVICE
1. PURPOSE OF USE
Customer is licensed to use the service only for the purpose of business promotion.
2. GEOGRAPHIC RESTRICTION
Customer shall only access and/or use the information and services in Hong Kong SAR and Mongolia.
3. D&B D-U-N-S® REGISTERED® PROFILE
3.1 Customer agrees to provide information concerning its business (“Customer Information”) to D&B, by submitting the Registration Form to D&B. The copies of the Customer Information shall become the sole and exclusive property of D&B and D&B shall be entitled to keep, use or authorize use without restriction of all the copies of the Information it receives from the Customer. The Customer shall at its own expenses fully assist D&B to verify the Information. Subsequently, D&B shall determine if Customer qualifies for D&B D-U-N-S® Registered® Service. With verified information of the Customer, D&B shall establish and maintain a D&B D-U-N-S® Registered® profile (“Profile”) of the Customer on the various platforms of D&B D-U-N-S® Registered® Service (“Platforms”) within the service period as specified in the Order Form. D&B shall provide the Customer with a “D&B D-U-N-S® Registered®” seal (an electronic icon that can be installed in the Customer’s official website if applicable) that links to its Profile on D&B’s Platforms.
3.2 The Customer agrees and warrants the following:
3.2.1 The Customer Information contained in the Registration Form is – and any other supplementary information with respect to Customer’s business as may be provided by Customer to D&B from time to time shall be - complete, current and accurate. Customer has all necessary legal rights, title, consents and authority to provide Customer Information to D&B.
3.2.2 Customer shall proactively inform D&B immediately if there is any change in the Customer Information or other major issues relating to the Customer’s business, including but not limited to a (filing for) bankruptcy, liquidation, (petition for) suspension of payments, criminal proceedings, etc. In addition, Customer shall update the Customer Information annually at the request of D&B.
3.2.3 Customer is prohibited to use the D&B D-U-N-S® Registered® service: (a) anywhere else other than on Customer’s webpage without D&B’s prior written consent (b) for obtaining credit or insurance (c) to engage in any unfair or illegal practices and/or (d) for any other purpose for which the D&B D-U-N-S® Registered® has clearly not been intended.
3.2.4 Customer acknowledged that the Customer’s website (if any) or other websites designated by the Customer, where the D-U-N-S® Registered® Seal is installed or other services provided for the Customer on D&B’s Platforms link to, shall not contain information which is illegal, illicit, obscene, defamatory, infringing to third parties and/or harmful to the reputation of D&B.
3.2.5 Customer agrees that it will only use services in compliance with all applicable laws, regulations and directives (including without limitation applicable Privacy Laws, Anti-Corruption Laws, legislation and regulations regarding anti-spam, export control, marketing by means of electronic communications services, customer solicitation, consumer protection and consumer credit).
3.3 After D&B D-U-N-S® Registered® is delivered to the Customer, Customer is obligated to acknowledge the receipt of the delivery within five (5) working days from the date of the delivery communication. Otherwise, the delivery is deemed as accepted by the Customer after five (5) working days from the date of delivery communication.
4. INTELLECTUAL PROPERTY
4.1 Customer acknowledged that D&B or its associated entity is the sole owner and proprietor of all the intellectual property rights in all D&B D-U-N-S® Registered® Profiles displayed on D&B’s Platforms as well as all relevant research, articles, photos and any other compiled information made by D&B relating to its customers’ business on the Platforms (“D&B’s Proprietary Information”). Customer shall not copy, modify, reproduce, repackage, resell, display, publish, transmit, transfer, disseminate D&B’s Proprietary Information, in whole or in part, in any form or manner or by any means whatsoever without the prior written permission of D&B.
4.2 The “D&B D-U-N-S® Registered® seal and other proprietary logos or trademarks as may be displayed on D&B’s Platforms and the Customer’s website (if any) (“D&B’s Proprietary Marks”), are owned either by D&B or its associated entity, as the case may be, and D&B or such associated entity is the sole owner and proprietor of the IP Rights therein. Customer shall not take, directly or indirectly, any action inconsistent with, derogatory to or otherwise undermining IP Rights and relevant interests of D&B’s Proprietary Marks, including but not limited to: (i) copying, modifying, reprinting D&B’s Proprietary Marks or using them outside of its website without D&B’s prior written permission; (ii) adoption, using, registering or attempting to register any logo and/or trademark confusingly similar to the D&B’s Proprietary Marks.
4.3 Any action infringing the intellectual property rights of D&B by the Customer will cause irreparable injury to D&B or its associated entity, and D&B shall be entitled to suspend or terminate D&B D-U-N-S® Registered® service without any refund and claim for compensation for its losses (including lawsuit costs, attorney fee and any other cost or expense relating to such claim).
5. TERMINATION
The service is not binding upon D&B until accepted by it. D&B may terminate the service at any time and with immediate effect in the event of a breach thereof by the Customer, and otherwise upon 30 days’ written notice, in which latter event D&B shall refund the unused balance of the amount paid by the Customer under the service.
6. DISCLAIMER OF LIABILITY & INDEMNITY
6.1. D&B DOES NOT GIVE ANY WARRANTY WHATSOEVER, INCLUDING BUT NOT LIMITED TO, AS TO THE COMPLETENESS, TIMELINESS AND ACCURACY OF D&B’S PROPRIETARY INFORMATION AND EXPRESSLY DISCLAIMS, TO THE MAXIMUM EXTENT ALLOWED UNDER THE APPLICABLE LAW, ALL LIABILITY FOR DIRECT OR INDIRECT LOSSES RESULTING FROM THE USE OF OR RELIANCE ON D&B’S PROPRIETARY INFORMATION.
6.2. Customer will indemnify, defend, and hold D&B and its directors and employees (the “D&B Indemnitees”) harmless from and against any liabilities, damages, costs or expenses (including attorney’s fees and lawsuit costs) suffered by D&B or any D&B Indemnitees in connection with any claim by a third party arising from or in any way related to (i) the information on the Customer’s website (if any) or other websites designated by the Customer, where the D&B D-U-N-S® Registered® seal is installed or other services provided for the Customer on D&B’s Platforms link to; (ii) the Customer Information provided by the Customer to D&B and the Customer’s conduct of business; (iii) any breach of these T&Cs by the Customer and its employees or agents.
Compact Report
1. PURPOSE OF USE: Customer is licensed to use the service only for the purpose of risk management, risk management is included but not limited to credit scoring, credit assessment, client account receivable analysis and management.
GEOGRAPHIC RESTRICTION: Customer shall only access and/or use the information and services in Hong Kong SAR and Mongolia.
2. GEOGRAPHIC RESTRICTION: Customer shall only access and/or use the information and services in Hong Kong SAR and Mongolia.
