XBRL Challenge Registration By completing the form fields below and clicking on the "Agree and Register" button, you: (i) Certify that you are the individual requesting access to the XBRL US Database for the purpose of developing an application to submit to the XBRL Challenge - herinafter referred to as the "Applicant": First Name:
Last Name:
E-mail Address:
Phone Number:
Company or School:
City and State:
Applicant Statement of Purpose: In one or two sentences in the field below, describe the purpose and anticipated delivery system of the application, e.g., extracts data for multi-company comparison via desktop application; creates real-time valuation measures and delivers to mobile devices.
(ii) Certify the information you have provided herein is accurate; and (iii) Agree to be bound and abide by the terms and conditions of this Grant of Use. This Grant of Use Agreement is by and between Applicant and XBRL US, Inc. ("XBRL US"). - XBRL
US Database.
For purposes of this Agreement, the term "XBRL US Database" means all technical data, software, documentation, manuals, instructional materials, Internet-based services, and support services that XBRL US, in its sole discretion, may make available to Applicant for the purposes of participating in the XBRL Challenge and submitting an application to XBRL US for judging as part of the competition.
- XBRL Challenge.
For the purpose of this Agreement, the term "XBRL Challenge" means the contest conducted by XBRL US to develop open source analytical tools applications.
- Scope of Grant of Use of XBRL US Database.
Applicant may access and use the XBRL US Database for the sole purpose of developing an application to be submitted to the XBRL Challenge and agrees to adhere to the rules for the XBRL Challenge (Exhibit A).
- Applicant Use of XBRL US Database.
Applicant, beginning on the relevant Activation Date, which is the date of submission of the Applicant Registration form, and ending on the final judging date of the XBRL Challenge, will receive:
- access and use of the XBRL US Database for the development of an application to be submitted to the XBRL Challenge; provided, however, that any Applicant access to and use of the XBRL US Database shall be governed by and solely in accordance with the terms and conditions of the XBRL US Database End-User License Agreement ("EULA") that is attached as Exhibit C hereto (which is hereby incorporated into and made an integral part of this Service Agreement).
- Activation.
Upon acceptance of this Agreement, XBRL US shall create a username and password for the applicant to access the XBRL US Database as soon as practicably possible (normally within no more than one business day).
- Termination. This Grant of Use Agreement (including this EULA) and all rights and duties hereunder shall cease and terminate upon the occurrence of any of the following events:
- XBRL US will periodically contact the applicant by phone or email for an update on progress; failure to provide an update on the status of development will result in termination of this Grant of Use Agreement
- XBRL US reserves the right to terminate this Grant of Use Agreement in whole or in part upon breach by Applicant of any provision of this Agreement (including any breach of the EULA) (a "for-cause termination").
- Upon termination, Applicant must destroy all copies of the XBRL US Database in its possession and all of its component parts.
- Governing Law.
This Agreement is governed by the laws of the District of Columbia, without regard to the conflict of law provisions thereof.
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Exhibit A: Rules and Judging Criteria for Applicants
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Application Requirements for Eligibility:
- Must be open source and adhere to the Apache open source license
- Must consume and serve up data drawn from the SEC EDGAR system in XBRL format
- Falls into one of two categories:
- Improves on the typical analysis done today by using XBRL data to make the analysis better, faster, cheaper; examples of typical analysis performed today: comparing multi-company data, analyzing specific aspect of fundamental data for a single company such as identifying potential merger prospects
- Uses XBRL data to perform analysis that cannot be done in the current database environment, e.g., extracting information for analysis from footnotes
Applicant Requirements:
- Can be student, faculty, organization/company or any other interested individual
- Must provide XBRL US with contact information and statement of purpose before gaining access to XBRL US Tools for Applicants
- Must respond to periodic "check-ins" from contest administrator
- Must meet contest deadlines
- Applicant must deliver by January 31, 2012:
- Link to live, working application (which will be publicly posted on the XBRL US web site and Facebook page)
- Documentation to support the application, e.g., purpose of app, what it does, features, how to use it
- Optional: applicant can submit a recorded screencast demonstration of the tool (no more than 10 minutes)
- If selected as a finalist, applicant must provide 10-15 minute demonstration of application via web-conferencing to the judging panel and be available to respond to questions from the panel
Criteria for judging:
- Improves access - enables investor stakeholder access to corporate data
- Usability - application quality, usability, and accessibility
- Design - originality and creativity, cannot be drawn from an existing design
- Extensibility - potential for further development and use
- Participation potential - engages and motivates target audience of investors and analysts
Judges:
- Alfred Berkeley, Chairman, Pipeline Trading, LLP, former President and Vice Chair, Nasdaq Stock Market
- Marc Donner, Engineering Director, Google
- Vijay Khanna, General Partner, GIV Ventures
- Paul Ratnaraj, Director, Advanced Initiatives, Wharton Research Data Services (WRDS)
- Eric Gillespie, Viano Capital
Exhibit B: End-User License Agreement
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XBRL US Database End-User License Agreement
This End-User License Agreement ("EULA") is a legal agreement between you (either an individual or a company or other organization) (the "End User") and XBRL US, Inc. ("XBRL US") and governs your access to use of XBRL US’s XBRL US Database (including any and all technical data, software, documentation, manuals, instructional materials, related Internet-based services, and support services included therein).
BY ACCESSING OR USING THE XBRL US DATABASE, YOU AGREE TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS SET FORTH HEREIN. IF YOU DO NOT AGREE, DO NOT ACCESS OR USE THE XBRL US DATABASE.
- GRANT OF LICENSE. You may access and use the XBRL US Database for the sole purpose of extracting XBRL-formatted financial statements for use in an application to be submitted to the XBRL Challenge or on behalf of the Applicant identified in any Service Agreement to which this EULA is Exhibit C, or a company identified in Exhibit B to said Service Agreement; provided that the Service Agreement remains valid, and provided the Applicant and said company are in full compliance with the Service Agreement (including this EULA). Notwithstanding the foregoing; such rights shall cease and be terminated upon breach by the Applicant of any provision of any XBRL US Database EULA.
- CERTAIN ADDITIONAL LIMITATIONS. You may not use any XBRL US Internet-based services associated with the XBRL US Database in any manner that could damage, disable, overburden, or impair such services or interfere with any other party’s use and enjoyment of them. You may not attempt to gain unauthorized access to any service, account, computer systems or networks associated with the Internet-based services.
- RESERVATION OF RIGHTS AND OWNERSHIP. XBRL US owns and reserves to itself all right, title and interest in the XBRL US Database and all elements thereof. The XBRL US Database is protected by copyright and other intellectual property laws and treaties. Use of the XBRL US Database pursuant hereto is by way of license, and is not sold. This EULA does not grant you any rights to trademarks or service marks of XBRL. By using the XBRL US Database you agree that the XBRL US Database and all of its elements remain the sole property of XBRL US and cannot be resold, redistributed or used for any purpose other than as specifically described herein.
- LIMITATIONS ON REVERSE ENGINEERING, DECOMPILATION, AND DISASSEMBLY. You shall not reverse engineer, decompile, or disassemble the XBRL US Database or any element thereof. You shall not copy or transfer the XBRL US Database or any element to any computer not expressly authorized by XBRL US to host, in part, the XBRL US Database.
- CONSENT TO USE OF DATA. You agree that XBRL US and its affiliates may collect and use technical information gathered as part of the product support services that may be provided to you, if any, related to the XBRL US Database.
- ADDITIONAL PRODUCTS/SERVICES. XBRL US reserves the right to change and/or substitute all or any part of the XBRL US Database at any time. This EULA applies to any such changes and substitutions as well as to any additional updates, supplements, add-on elements, or Internet-based services components, of the XBRL US Database that XBRL US may provide to you or make available to you, unless they are accompanied by separate terms.
- EXPORT RESTRICTIONS. You acknowledge that the XBRL US Database is subject to U.S. export control jurisdiction. You agree to comply with all applicable international and national laws that apply to the use or export of XBRL US Database, including the U.S. Export Administration Regulations, as well as end-user, end-use, and destination restrictions issued by U.S. and other governments.
- TERMINATION. XBRL US reserves the right to terminate this EULA upon breach by the End User of any provision of this EULA. XBRL US has no obligation to reinstate access for a terminated applicant. Upon termination, you must destroy all copies of the XBRL US Database in your possession and all of its component parts.
- DISCLAIMER OF WARRANTIES. ALL PARTIES ACKNOWLEDGE THAT THE XBRL US DATABASE (INCLUDING ALL ELEMENTS THEREOF) IS PROVIDED ON AN "AS IS" BASIS AND XBRL US DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, OR TITLE; OR ANY WARRANTY THAT THE USE OF THE XBRL US DATABASE (OR ANY ELEMENT THEREOF) WILL NOT INFRINGE ANY THIRD PARTY PATENTS, COPYRIGHTS, TRADEMARKS OR OTHER RIGHTS. ALL PARTIES ACKNOWLEDGE THAT A COMPANY THAT USES THE XBRL US DATABASE REMAINS SOLELY RESPONSIBLE FOR ITS XBRL CHALLENGE APPLICATION(S) AND THEIR CONTENT, AND XBRL US DISCLAIMS ANY WARRANTY THAT ANY DATA OR ANALYTICS PRODUCED COMPLY WITH GOVERNMENT REGULATIONS OR ANY OTHER REQUIREMENT.
- LIMITATION OF LIABILITY. IN NO EVENT WILL XBRL US BE LIABLE TO ANY USER OR ANY THIRD PARTY FOR THE COST OF PROCURING SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, LOSS OF USE, LOSS OF DATA OR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR SPECIAL DAMAGES, WHETHER UNDER CONTRACT, TORT, WARRANTY OR OTHERWISE, ARISING IN ANY WAY OUT OF THE USE OF THE XBRL US DATABASE, OR THE PERFORMANCE OR IMPLEMENTATION OF THE CONTENTS THEREOF OF ANY TYPE WHATSOEVER, WHETHER OR NOT SUCH PARTY HAD ADVANCE NOTICE OF THE POSSIBILITY OF SUCH DAMAGES.
- INDEMNIFICATION. You shall indemnify and hold XBRL US harmless from all claims, damages, causes of action and expense (including reasonable attorneys’ fees) incurred by XBRL US in respect to any access to or use by you of the XBRL US Database for the preparation of your XBRL Challenge application or any other purpose.
- REMEDIES. Notwithstanding any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced herein and all direct or general damages in contract or anything else), XBRL US and any of its suppliers under any provision of this EULA and your exclusive remedy hereunder shall not be liable to you for any funds. The foregoing limitations, exclusions and disclaimers (including Sections 9 and 10) shall apply to the maximum extent permitted by applicable law.
- U.S. GOVERNMENT LICENSE RIGHTS. In the event that any U.S. Governmental entity seeks to use the XBRL US Database pursuant hereto, this EULA shall be acknowledged as a commercial license and the Government shall receive no license rights except the commercial license rights and restrictions described herein.
- APPLICABLE LAW. This EULA is governed by the laws of the District of Columbia, without regard to the conflict of law provisions thereof.
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