Spark End User Licence Agreement (EULA)
Welcome to Spark! Spark is a desktop application that can be used by financial industry professionals and self-directed private investors to access real time stock market information and related functionality. Check out our website for information about Spark's features, video tutorials and reference guides. We hope you enjoy using Spark.
About this EULA
This EULA explains what you can expect from Spark and what your rights and responsibilities are when using it. If you download or use Spark, this EULA governs your use of Spark and our relationship with you. If you download or use Spark on behalf of any organisation, this EULA also governs our relationship with that organisation and any reference in this EULA to "you" or "your" is a reference to both you and the organisation. If you do not wholly and unconditionally accept this EULA, you must not use Spark. We have tried to prepare this EULA without including too much legal jargon. It is important that you read it.
Market Information Providers
The stock market information that is made available on Spark is obtained by us from third party information providers (Market Information Providers). We are required to include disclaimers from Market Information Providers in this EULA and they are set out here. All such disclaimers, as amended from time to time are incorporated into this EULA.
We are Iguana2 Pty Ltd ABN 61 095 300 584. You can contact us by any of the contact methods set out on our website.
Who Can Use Spark
Spark is only available for use by persons who are over the age of 18, have the capacity to enter into legally binding contracts, have an active and valid Spark Account and an internet-connected computer that meets our minimum technical requirements.
To use Spark you need a Spark Account and an active Subscription. There are 2 types of paid Spark accounts - Private Spark Accounts and Professional Spark Accounts. The differences between the types of accounts are explained here.
Get a Free Trial
If you would like to try out Spark, you can sign up for a free 14 day Trial Spark Account via our website. You must only sign up for one Trial Spark Account. Granting a free Trial Spark Account to you is at our sole discretion and we reserve the right to cancel your Trial Spark Account, without notice, and for any reason whatsoever. Your Trial Spark Account automatically ends once the trial expires. You can convert your Trial Spark Account at any stage to a paid Spark Account by signing up for a subscription.
Only the person who registered for the Spark Account may use it. You must not disclose login credentials for your Spark Account to anyone else. You are responsible for the confidentiality of your username and password and for any use and unauthorised use of your Spark Account. You must tell us straight away if you become aware of or suspect any unauthorised, improper, or unlawful use of your Spark Account. If you are a professional user (as defined here) you must subscribe to and pay for a Professional Spark Account because it costs us more to provide Spark to professional users. We will be disappointed if we find out that you are a professional user without a Professional Spark Account and may: (a) require you to pay for a Professional Spark Account (and the fee set out on our website for the associated applicable professional data pack(s)) for the entire period that you were using Spark while you were a professional user; and (b) suspend or terminate your Spark Account.
Your Spark Licence
If you have an active and valid Spark Account, subject to your compliance with this EULA in all respects, you are granted a limited, non-exclusive, non-transferable, non-assignable and non-sublicensable licence to run Spark on one computer at any one time solely for your own internal business purposes in accordance with any user guides, tutorials and other instructions on our website or that we otherwise provide from time to time, but only while your Spark Account remains active and valid (Licence). You must provide us with all reasonable assistance, cooperation, reports, records, personnel and access, as requested by us concerning your use of Spark.
Market Information Displayed on Spark
THE MARKET INFORMATION THAT YOU CAN ACCESS THROUGH SPARK IS OBTAINED BY US FROM THIRD PARTIES AND MAY NOT BE ACCURATE, UP TO DATE OR AVAILABLE IN SPARK IN REAL TIME OR AT ALL. YOU ARE SOLELY RESPONSIBLE FOR, AND YOU MUST NOT MAKE ANY CLAIM AGAINST US, IN CONNECTION WITH, ANY DECISIONS TO ENTER INTO, INVEST IN, HOLD OR DISPOSE OF ANY SHARE, OPTION OR OTHER SECURITY.
Your Trading Decisions
You are solely responsible for, and you must not make any claim against us concerning, any transaction or trade made by you or on your behalf as a consequence of, or in reliance on, any information that is accessed via Spark. Except with respect to any applicable guarantees implied into this EULA by Schedule 2 of the Competition and Consumer Act 2010 (Cth) (the ACL) that cannot be excluded (Non-Excludable Guarantees), we do not provide any warranties, guarantees or representations relating to market information and other information that you access via Spark. The market information displayed in Spark is licensed from third parties and may be inaccurate, incorrect or delayed and you rely on such information at your sole risk. Any calculations, graphs, charts, data visualisations, documents and reports that you access in Spark are based on third party information and may be erroneous. Except with respect to any applicable Non-Excludable Guarantees, we are not responsible for the timeliness, sequence, suitability, completeness or accuracy of any information displayed on Spark and we do not represent that the information that you can access via Spark is timely, accurate, correct, up-to-date or error free or that Spark is appropriate or suitable to your needs and we are not liable for any downtime or unavailability of Spark or any information (including stock information) that is provided via Spark. Spark is provided as a general information service only and you should evaluate your investment objectives, financial situation, needs and risks and consult with an appropriate financial adviser before making any investment decisions.
Distribution of Market Information by You
Spark contains functionality that enables you to copy and paste market information displayed on Spark to other applications as raw data or an image. Spark also includes "API type functionality" that allows you to obtain underlying data for use in third party applications like Microsoft Excel. You can only make use of these functions for your own internal business purposes. Should you make this Market Information available to third parties you may only do so on an ad-hoc basis and provided that you only use insubstantial amounts or limited extracts of information (as determined by us in our sole discretion). An example of acceptable use is posting an occasional share price chart on social media channels. When doing so, you must ensure that: (a) such publication does not constitute regular or systematic distribution, display or processing of market information; and (b) such publication does not involve the provision of real time information or any other form of automated or continuously updating or streaming of information. We reserve the right to determine whether communications of market information constitute insubstantial amounts or limited extracts for this purpose and to limit or withdraw your right to provide insubstantial amounts or limited extracts of the market information at any time in our absolute discretion. You must comply with any direction by us to remove such publications and if you fail to do so, we may suspend or terminate your use of Spark. You must not allow any person to access or use any market information displayed on Spark for an illegal purpose or a purpose not authorised by us under this EULA.
Changes to Spark
We may change the format, content, technical specifications, interface and/or display of market information on Spark at any time in our absolute discretion including by making available or removing certain indicators, features or availability of market information displayed on Spark. If such changes impact your ability to use Spark, you may terminate your Spark Account. We may also update, fix, improve, enhance or modify Spark from time to time. When a new version of Spark is released it is automatically downloaded and installed when you login to Spark. You may need to update your system specifications in order to ensure that your system remains compatible.
While you have an active and valid Spark Account, we agree to use our best endeavours to ensure that your data that you enter into Spark is available when you access Spark. However, it may be necessary to carry out scheduled and unscheduled maintenance from time to time and where that occurs your data that you enter into Spark will not be available. We may delete or de-identify all of the data that you enter into Spark when your Spark Account expires or is terminated, without notice to you. Your Spark data will not be available where you do not maintain an active internet connection, where your system blocks Spark from sending or receiving data or where it is unavailable because of a problem experienced by our Market Information Providers or their systems.
Subscription and Data Pack Fees
Unless otherwise agreed, Spark subscriptions and data pack fees must be paid via credit card or electronic funds transfer to our nominated bank account in advance before your initial subscription period, and thereafter before the expiry of any current subscription period. If you are on a monthly recurring subscription, you will be automatically billed on the 25th day of each month for the service provided in the following month. We may charge a pro rata rate for a subscription that commences part of the way through a month to align your Spark Account subscription with our monthly billing cycle. You may cancel your recurring subscription which will take effect at the expiry of the current paid up period. We may increase the subscription and data pack fees payable for your Spark Account from time to time by giving you at least 30 days prior notice. If you do not accept a fee increase, you must notify us and we will terminate your Spark Account. Paid Spark Accounts that are not paid by the due date may be suspended or terminated by us. We don't provide refunds for any Spark Account subscription or data fees unless the refund is mandatory under applicable law or we have agreed to provide the refund under a provision of this EULA.
We Own all IP in Spark
This EULA does not transfer or assign to you any copyright, trademark rights, patent rights, or design rights, whether registered or unregistered, any rights to intellectual property as defined under article 2 of the convention establishing the World Intellectual Property Organization, or any rights to enforce any of the foregoing rights (collectively, Intellectual Property Rights). You have no rights in Spark or in any part of it or in any modification or enhancement thereof, other than the licence temporarily granted to you pursuant to this EULA. As between you and us, other than the data that you enter into Spark and with respect to certain third party open source components or data licensed or provided by third parties, we own all Intellectual Property Rights in Spark, including: (a) in any content, data, images, videos, charts, text and other information displayed on Spark and; (b) in any source code and object code contained in Spark. Third party open source components include any software component that is subject to an open-source license agreement, including any GNU General Public License or GNU Library or other license agreement that substantially conforms to the Open Source Initiative's Open Source Definition incorporated in Spark, as set out here. You agree to comply with the open-source license agreements for each of the third party open source components incorporated in Spark. To the extent there is an inconsistency or conflict between the provisions of the open-source license agreements and this EULA, the terms of such licenses will apply. You must tell us straight away if you become aware of or suspect any infringement of any Intellectual Property Rights in Spark. You must recognise our Intellectual Property Rights and those of our suppliers and their legal remedies in respect of those Intellectual Property Rights. You acknowledge that Market Information Providers own Intellectual Property Rights over their respective market information displayed on Spark and that they are entitled to seek legal remedies in relation to the market information. You agree that you will not make any claim or commence any proceedings directly against our Market Information Providers. Any Intellectual Property Rights in any comments that you may provide to us in connection with Spark and requests for new features, updates or upgrades in Spark (each, an Improvement Suggestion) become our sole and exclusive property immediately upon you disclosing the Improvement Suggestion to us and you hereby assign all Intellectual Property Rights in all and any Improvement Suggestions to us. You consent to the infringement by us and any third party we authorise, of all Moral Rights (as that term is defined in the Copyright Act 1968 (Cth)) that you may have in any Improvement Suggestions.
No Registration of Security Interests
You must not register any security interest or purchase money security interest on the Personal Property Securities Register established under the Personal Property Securities Act 2009 (Cth), or otherwise encumber or charge your rights, in respect of the data that you enter into Spark or with respect to the Licence granted to you by this EULA.
You may not make any use of Spark except as expressly permitted by this EULA and may not do or authorise the commission of any act that would or might invalidate or be inconsistent with our Intellectual Property Rights in Spark. You must not, nor may you permit any person to, do the following, without our prior written consent:
- sell or resell access to Spark;
- scrape, republish, mirror or otherwise rent, lend, lease, sell, redistribute, sublicense, copy or duplicate Spark or any information you access via Spark;
- create any work using any market information that you access via Spark that in our opinion has been processed or modified to such an extent that the result cannot be recognised as, traced back to or reverse engineered to display the market information or be used as a substitute for the market information;
- use any market information that you access via Spark to establish, maintain or provide the ability to trade in financial products or a financial market for trading in financial products;
- transfer or publish any market information that you obtain via Spark except where permitted by this EULA;
- disclose any of our, or our suppliers', confidential information (including the terms and conditions of this EULA, information comprised in or related to Spark or any market information, any notes based on any of the foregoing and any copies) without our prior written consent (or in the case of our suppliers' confidential information, without their prior written consent);
- access the source code in Spark;
- copy, alter, modify, adapt, reproduce, republish, frame, translate, reverse assemble, reverse engineer, reverse compile, transfer, sell, license, create derivative works from or enhance Spark and/or any content in Spark (except as expressly permitted by this EULA or the Copyright Act 1968 (Cth));
- bring any claim or commence any proceeding directly against our Market Information Providers;
- do any act that would or might invalidate or be inconsistent with our Intellectual Property Rights or those of our licensors;
- use Spark in any way that infringes our rights or the rights of any third party;
- use Spark in any way that is in breach of this EULA or any statute, regulation, law or legal right of any person;
- use Spark to create any product or service that competes with Spark;
- take any steps to circumvent any technological protection measure or security measure in Spark; or
- do any act or thing which aids, counsels another to do, consents to or procures the doing of anything that is in breach of this EULA.
Events Not Caused By Us
We are not liable to you for any breach of this EULA to the extent that the breach is caused or contributed to by any act, event, omission, accident or circumstance beyond our reasonable control such as an interruption of any data, information or message, equipment or software malfunction, communications or power failure, an act or omission caused by a third party contractor or for any communications, performance, security or data corruption problems, disconnection of transmission services or failures or delays in transmission of any market information connected with telecommunications services and lines and other means of transmission provided by third parties (Force Majeure Event). You must not bring any claim against us for such problems, disconnections, failures or delays or for any other Force Majeure Event.
Limitation of Liability
Spark and any services that we supply in connection with Spark may come with Non-Excludable Guarantees. Whether or not Non-Excludable Guarantees apply to you depends on whether you are a 'consumer' of goods or services within the meaning of that term pursuant to the ACL. Except in respect of any Non-Excludable Guarantees and to the maximum extent permitted by law, we will not have any liability to you for any loss or damage howsoever incurred in relation to your use of or inability to use Spark. However, if any goods or services that we supply to you are subject to a Non-Excludable Guarantee and the goods or services are not ordinarily acquired for personal, domestic or household use or consumption, our liability for breach of any such Non-Excludable Guarantee (other than a guarantee implied by sections 51, 52 or 53 of the ACL), in respect of each of the goods and services, is limited, at our option, to one or more of the following: (i) if the breach relates to goods: the replacement of the goods or the supply of equivalent goods and/or the repair of such goods; (ii) if the breach relates to services: the supplying of the services again. Any warranty against defects provided by us to you in your capacity as a 'consumer' under the ACL is in addition to your other rights and remedies under a law in relation to the goods or services to which the warranty relates.
Our Right to Terminate
We may terminate your Spark Account by notice to you if a Force Majeure Event continues for a period of 30 days, if you breach any provision of this EULA that is incapable of remedy or any provision that is capable of remedy but is not remedied within 7 days of notice from us or if you repeatedly breach this EULA or we cannot supply you with the market information with respect to any data pack that you purchase. We may also terminate your Spark Account by notice to you at any time for our convenience provided that if such termination for convenience takes effect prior to the expiry of the then current subscription period, we will provide you with a pro rata refund of any fees paid in advance in respect of the balance of the then current subscription period that has not expired as at the date the termination takes effect.
You may terminate your use of Spark at any time by notifying us that you wish to terminate your Spark Account. In those circumstances your access to your Spark Account will terminate on the last day of your current subscription period.
What Happens After Termination
When your Spark Account is terminated your Licence to use Spark (and any information that you access via Spark) will automatically cease. Any rights or obligations that, by their nature, survive termination shall so survive, including any provision dealing with Intellectual Property Rights, liability and jurisdiction.
Transfer of rights
You must not assign, transfer, license or novate your rights or obligations under this EULA or with respect to your Spark Account without our prior written consent. We may assign, transfer, licence or novate our rights or obligations under this EULA at any time.
Any notice issued to you from us or from us to you shall be in writing and sent by email to the email address that you specify when registering a Spark Account or that you subsequently provide to us. You may only contact us or send a notice to us using our contact details. Any notice issued via email shall be deemed to be delivered upon receipt by the sender of an electronic read receipt or delivery receipt, or upon the sender's receipt of a reply to the email. We may send you emails or other electronic messages concerning this EULA or Spark from time to time.
You must indemnify us from and against all and any loss and damage that we suffer as a result of your breach of this EULA.
If any part of this EULA is deemed invalid by a court of competent jurisdiction, the remainder of this EULA shall remain enforceable.
This EULA does not create any relationship of employment, partnership or joint venture.
This EULA constitutes the entire agreement between you and us and to the extent possible by law, supersedes all prior understandings, representations, arrangements and agreements between you and us regarding its subject matter.
We may update this EULA form time to time. If we update this EULA, you can only continue to use Spark if you accept the updated version. We will tell you if we update this EULA and will always upload the latest version to our website.
This EULA will be governed by and interpreted in accordance with the laws in force in New South Wales. You and we irrevocably submit to the exclusive jurisdiction of the courts situated in New South Wales and any court of appeal therefrom with respect to any dispute concerning this EULA or any action taken by either you or us to enforce this EULA.
In this EULA, "includes", "including" and similar words or expressions shall be interpreted as if followed immediately by the words "but not limited to" and a provision of this EULA will not be interpreted against a party merely because the party or its legal representative prepared the provision.
Market Information Providers Disclaimers
Australia Stock Exchange
The ASX Group's activities span primary and secondary market services, including capital formation and hedging, trading and price discovery (Australian Securities Exchange) central counter party risk transfer (ASX Clearing Corporation); and securities settlement for both the equities and fixed income markets (ASX Settlement Corporation). Data is derived from sources believed to be accurate and current. However, neither ASX nor ASX directors, officers, agents, employees or contractors ("ASX Personnel”): (a) give any representation or warranty as to the reliability, accuracy or completeness of the Content; or (b) warrant that any of the functions contained in any Content or that your Access will be uninterrupted or error-free. Neither ASX nor ASX Personnel shall be liable in any way for any loss or damage, howsoever arising (whether in negligence or otherwise) out of or in connection with your Access, the Content and/or any omissions from the Content, except where liability is made non-excludable by legislation.
Neither Morningstar, its affiliates, nor the content providers guarantee the data or content contained herein to be accurate, complete or timely nor will they have any liability for its use or distribution. This report or data has been prepared for clients of Morningstar Australasia Pty Ltd (ABN: 95 090 665 544, AFSL: 240892) and/or New Zealand wholesale clients of Morningstar Research Ltd, subsidiaries of Morningstar, Inc. Any general advice has been provided without reference to your financial objectives, situation or needs. For more information refer to our Financial Services Guide at www.morningstar.com.au/s/fsg.pdf. You should consider the advice in light of these matters and if applicable, the relevant Product Disclosure Statement before making any decision to invest. Morningstar’s publications, ratings and products should be viewed as an additional investment resource, not as your sole source of information. Morningstar’s full research reports are the source of any Morningstar Ratings and are available from Morningstar or your adviser. Past performance does not necessarily indicate a financial product’s future performance. To obtain advice tailored to your situation, contact a financial adviser. Some material is copyright and published under licence from ASX Operations Pty Ltd ACN 004 523 782.