BANCO SANTANDER RESEARCH WEBSITE GENERAL TERMS AND CONDITIONS AND PRIVACY POLICY   

The following terms and conditions (the “Terms”) shall govern your access to Banco Santander S.A.’s (“Santander”) research Website (“the Website”) available at www.santanderresearch.com. Each user of the Website and the legal entity on whose behalf a user is granted access to the Website are defined herein as the “Client”.

By accessing this Website you acknowledge that you have read and understood the Terms and you voluntarily agree to be bound by them.

 

1.       SERVICE OFFERED

The Website is designed to allow access to a research library containing research documentation prepared by Santander Group, defined as below (hereinafter “Santander Group”).

Santander Group is deemed to include any legal entity in which Banco Santander, S.A. holds 50% or more of the (i) share capital or controls (ii) the governing or management body, on the understanding that a legal entity cannot be a Subsidiary of Banco Santander, S.A. pursuant to (ii) if a third party holds more than 50% of its share capital.

It will also be considered that a company is a Subsidiary of Banco Santander S.A. if Banco Santander, S.A. holds a direct or indirect stake in the company of no less than 45% of its share capital, when Banco Santander, S.A. has influence over its management with decision-making powers concerning financial and operational policies, without actually exercising control, provided the following conditions are met: (i) Banco Santander, S.A. has secured stakes in the share capital of these companies for new shareholders to a maximum stake of 55% and whether through commercial or financial agreements Banco Santander, S.A. and/or any Banco Santander’s Affiliate provide these companies with the means, infrastructure, staff and services necessary to carry out their activities, (ii) these companies had previously been included in the "Group Definition", (iii) following the arrival of the new shareholder or shareholders, the company continues to carry out the same business activity and business purpose with no changes, at all times using the corporate identity of Banco Santander, S.A. and/or its Companies Held with a Majority or Controlling Stake, which includes the physical manifestation of the brand and visual aspects of the identity of the organization; (iv) the products and services of the company are distributed to the customer base through the branch and subsidiary distribution network of Banco Santander, S.A. and/or of the Companies Held with a Majority or Controlling Stake.

The information provided in the Website includes financial market data, news, analyst opinions and research reports (“Market Information”). Santander does not warrant any results from your use or reliance on Market Information. Market Information may quickly become unreliable for various reasons, including, for example, changes in market conditions or economic circumstances. [Santander is not obliged to update any information or opinions contained in any Market Information and may discontinue offering Market Information at any time without notice]. You may not redistribute or facilitate the redistribution of Market Information, nor may you provide access to Market Information to anyone who is not authorized by Santander to receive it.

 

Access to the Website is only offered to professional clients. The Client represents and warrants that it shall not act on the Website as a consumer (i.e., a person who is acting for purposes which can be regarded as outside his/her trade, business or profession).

 

2.       USING THE WEBSITE

I.             Authorized users. Each user represents and warrants that it has the relevant authority to properly represent the Client on the   Website. In addition, the client represents and warrants that only employees of the Client who are qualified and duly authorized shall have access to the Website.

 

II.           Compliance with the Terms. The Client shall access the Website in full compliance with these Terms.

 

III.          Client's responsibility. The Client acknowledges and voluntarily and expressly accepts that the use by the Client of the Website is made under the Client’s sole and exclusive responsibility at all times.

 

IV.          No breach of law, no violation of third parties' rights, no systems disruptions. The Client undertakes not to act in any way that:

 

(i)           violates any/all applicable law, rules, regulations and/or codes of practice or encourages any conduct that would constitute or give rise to other liability or otherwise violate any/all applicable law, rules, regulations and/or codes of practice;

 

(ii)          may offend or damage the image, interests or rights of Santander or of third parties, or;

 

(iii)         may damage, render useless or overload the Website, interfere, disturb or disrupt the performance of the Website and the    computernetworks of Santander or third parties, or that may impede, in any way, the normal use of, and authorized access to, the Website.

 

V.            Log-in. Access to the Website is granted to the Client by appropriate log-on access codes and passwords. The user acknowledges that the log-on access codes and passwords provided may not be shared and are provided for use only by this user. The user shall ensure that each log-on access code is kept confidential and shall prohibit or cease any unauthorized access to the Website. Client should promptly notify Santander upon becoming aware of any password being used by a person not authorized by Santander to access the Website. Client should also notify Santander promptly upon any change in the professional status of the user (termination of employment; change of role; promotion; move to another entity).

Santander is entitled to revoke, at its sole discretion, the access authorization to the Website in respect of one or more Clients’ authorized user. In this case, Santander shall promptly inform the Client of such revocation.

 

In the event that Santander deems that:

 

(i)           log-on access codes and passwords are used (or have been used) by unauthorized users,

 

(ii)          Client is improperly accessing (or has made improper access of) the Website, or

 

(iii)         Client is in breach of one or more provisions of the Terms

 

It shall be entitled to immediately suspend or inhibit access to the Website in order to prevent the occurrence of any potential damages.

 

VI.          No alteration. Except as otherwise permitted by Santander, the Client may not (i) remove any proprietary notice or disclaimer language in any copies of such documents, (ii) distribute, transfer, sub-license, rent, lend, transmit, sell, re-circulate, repackage, assign, lease, resell, publish, copy, translate, convert, decompile, alter, enhance, disassemble, reverse engineer (save under the conditions and limits of mandatory laws), modify, or change all or any portion of the contents of the Website.

 

VII.         No Advice. The Website’s contents are for information and educational purposes only. Although the Website may contain information relating to investment approaches and opportunities to buy or sell securities or other financial instruments, Market Information should not be construed as financial, legal, investment, tax or other advice of any kind, nor as investment research, financial analysis or any other form of general recommendation. Nothing contained in the Website constitutes a solicitation, recommendation, endorsement, offer, marketing, or promotion to buy/sell securities or other financial instruments or otherwise deal in any investment.

 

VIII.       The Client may not use the Website to generate any advice, recommendations, guidance, publications or alerts made available to its clients or other third parties. Nothing in the Website constitutes or may be construed as a solicitation by Santander for the purchase or sale of loans, securities or any investment.

 

IX.           The Client assumes the responsibility of evaluating the merits and risks associated with the use of the Website before making any decisions based on the Market Information or content contained in the Website. You agree not to hold Santander liable for any possible claim for damages arising from any decision you make based on information made available to you through the Website.

 

X.            Limited Use. The Client shall not use the Website to develop, support, create or provide pricing for any database or product that competes directly with the Website contents or any other Santander product or service offered in the marketplace or that could create a functional substitute for any such Santander products, services or contents.

 

XI.          The Client acknowledges that the use, dissemination or distribution by the Client of information identical or similar to that provided through the Website which is not in accordance with these Terms shall be deemed a breach of these Terms.

 

XII.         The use of the Website is limited to the Client’s particular, exclusive, private, non-onerous, individual (as opposed to collective) and non-transferable use of the Website and its contents and is limited to professional purposes. The Client shall not copy or post any information obtained on the Website on any network computer nor broadcast, communicate to the public and/or otherwise make it available in any media (including social networks).

 

XIII.        Delivery and Security. The Client shall be solely responsible for any and all necessary equipment and connections from its own computer systems to the Santander systems to enable the delivery of the content. Santander shall have no responsibility for any such equipment or connections. The Client shall ensure that it has implemented security systems and procedures to prevent the unauthorized access to or misuse or disruption of the content.

 

XIV.        The Client must refrain from obtaining or attempting to obtain any information available on the Website by means or procedures other than those that have been made available to them or indicated for that purpose.

 

XV.         The Client shall not, in connection with its use of this Website, use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Website or any content.

 

XVI.       The Client shall not in any way reproduce or circumvent the navigational structure or presentation of the Website or any content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Website.

 

XVII.      Intellectual and Industrial Property Rights. These Terms shall not be construed as assigning to the Client any intellectual or    industrial property rights on the Website.

 

XVIII.     The Client is expressly prohibited from using or exploiting in any manner whatsoever (including reproduction, transformation, distribution, public communication, making available to the public, extraction, reutilization, resending, creating derivative works, etc.) any part of the Website, except as expressly authorized by Santander in these Terms or by operation of mandatory legal provisions and shall keep unaltered any copyright or any other intellectual property right notices.

 

The Client shall respect at all times all the industrial and intellectual property rights existing on the Website, whether owned by Santander or by third parties.

 

3.       COOKIE POLICY

Cookies are files that are stored on a user’s computer when navigating the Internet and that, in particular, contain a number that allows the user’s computer to be unequivocally identified, even if the user changes locations or IP addresses.

Cookies are installed while navigating the Internet, either by websites that the user visits or by third parties with which the website engages, and allows the latter to become aware of the user’s activity on the same site, or on others with which it engages, for instance: the location from which it accesses the site, connection time, the device from which it accesses (fixed or mobile), the operating system and navigator used, most-visited websites, number of clicks, and the data regarding the user’s behaviour on the Internet.

The website can be accessed without needing the cookies to be activated, although deactivation may prevent the site from operating correctly. In case the user decides not to send cookies to our systems, they can be "deactivated" from their browser by deleting them from their browsing history -cache- when the visit ends.

For further information regarding the use of cookies by this Website please see the Cookie Policy.

4.       DATA PROTECTION POLICY

I. - Who is responsible for processing your personal data?

The processing of your personal data is under the responsibility of Banco Santander, S.A, a financial institution registered with the Bank of Spain (Banco de España) under number 0049, registered office: Avda. De Cantabria s / n 28660 - Boadilla del Monte (Madrid), CIF A-39000013 and registered in the Santander Mercantile Registry, Sheet 286, Page 64, 5th Book of Companies, 1st Inscription.

II. - What is our Data Protection Officer (DPO) contact information?

Banco Santander’s Data Protection Officer is responsible to put GDPR compliance into effect in order to ensure the highest level of personal data protection. In order to contact our DPO, you may send an email to the following address: privacidad@gruposantander.es

III. - For what purposes is your personal data used?

1.       Management of your company registration in the Website: the Bank will use your personal data in order to register the Company for which you act as a representative in the Website. The lawfulness of this processing is the performance of a contract.

 

2.       Manage the provision of the services offered through the website: the Bank will use your personal data in order to provide the information services offered by the Website as described on the Terms and Conditions. The lawfulness of this processing is the performance of a contract.

 

3.       Send you information about those subjects in which you have indicated that your company is interested on. The lawfulness of this processing is the legitimate interest.

 

4.       Observance over Legal obligations: the Bank will process your personal data to comply with the obligations under the applicable law. The Lawful basis that legitimates this processing is the compliance with legal obligations.

 

IV. - How long will we retain your personal data?

Personal data provided will be retained as long as your company persists as a registered user of the Website or as long as you do not exercise your right to erasure or your right to object to the processing. After that, the data will be remain blocked during the prescription period of any legal or contractual actions that result from application, and no longer than 30 years. After such period, the data will be destroyed.

V. - To whom will we communicate your data?

Banco Santander, S.A. may communicate your data to other Santander Group entity.

VI. - What are your rights in terms of your personal data?

You may exercise at any time your rights of access, rectification, deletion, object, portability and limitation of  data processing (or any others recognized by law) by sending a written communication attaching a copy of your ID or official document proving your personal identification to: scibprivacy@gruposantander.com.

Likewise and without prejudice to any other administrative appeal or judicial action, the interested party shall have the right to file a claim with the Spanish Data Protection Agency. All further information may be found at: www.agpd.es.

5.       CHANGES, SUSPENSION AND TERMINATION

Santander may modify or discontinue temporarily or permanently any aspect of the Website and/or the technical specifications required to access its contents with or without any prior notice. Santander will not be liable to you or to any third party for any modification, suspension or discontinuance.

6.       LIMITED WARRANTIES

To the extent permitted by applicable law:

 

(i) The Website is provided “as is” and on an “as available” basis and Santander disclaims all representations, conditions and warranties (whether express or implied) including implied warranties of merchantability and fitness for a particular purpose;

(ii) Santander excludes all representations, conditions, warranties and other terms (whether express or implied) about the compatibility, security and accuracy, and Santander does not guarantee the timeliness, completeness or performance of the Website.

(iii) Santander Group has obtained and/or generated the information, documentation, reports and materials on the Website from sources considered reliable but, although reasonable measures have been taken to ensure that the Information therein is correct, Santander Group does not guarantee that it is accurate, complete or current and, consequently, it should not be relied upon as though it were. Santander Group expressly declines any liability for errors or omissions in the Information on the pages of this Website.

The Santander Group reserves the right to modify, suspend, cancel or restrict the content of the Website, the links or the information obtained through same, with no requirement to provide any advance notice.

Under no circumstances will Santander Group, its subsidiaries, and/or its directors, employees and authorized staff be held liable for any kind of direct or indirect damages, losses, claims or costs of any kind, irrespective of whether or not they arose from use of the Website, from the Information acquired or accessed by or through the Website, from computer viruses, from operating failures or interruptions in the service or transmission, or line outages; utilization of the Website, either through a direct connection or via a link or other means, constitutes a warning to any users that these eventualities may occur.

No illegal or illicit contents, computer viruses, or messages which, in general, affect or infringe upon the rights of Santander Group or of third parties may be transmitted or sent via the Website.

Santander Group takes no responsibility for websites other than its own to which access may be gained via links, or for any contents furnished by third parties. Any use made of a link or access to other websites is at the wish and exclusive risk of the user. Santander Group does not recommend or guarantee any information obtained by or through a link, nor does it take responsibility for any losses, claims or damages arising from the use or misuse of a link, from the information obtained through it, including other links or websites, from an interruption in the service or in access, or from attempts to use or misuse a link, when accessing the Website and also when accessing the information of other websites from the Website.

The Client must be aware that the existing security measures for computer systems on the Internet are not entirely trustworthy and that, therefore, Santander cannot guarantee that functions available on the Website will be uninterrupted or error free, that all defects will be remedied, or that the Website or the server that makes it available are free of viruses or bugs.

The Client acknowledges that it must implement procedures and virus checks (including anti-virus and other security checks) to satisfy the Client’s particular requirements for the accuracy of data input and output.

Users acknowledge that Santander will not be liable in any case for the Clients’ management of their username and password, including any update, cancellation or transfer to third parties.

7.       TERM AND TERMINATION

Term . The Terms shall be valid for an indefinite period of time.

The Terms may be amended or supplemented by Santander from time to time at its sole discretion without prior notice. The Client is responsible for being familiar with the current version of the Terms.

Termination. Santander is entitled to terminate access to the Website if the Client breaches any of its obligations under these Terms. The Client agrees to indemnify Santander on demand against any liabilities, costs, claims, losses, expenses and damages (including, but not limited to, legal fees) arising out of or relating to any breach of the Terms, or any use of the Website by the Client except in this last case where such liability, costs or losses arise from the gross negligence or willful misconduct of Santander.

 

Santander reserves the right to terminate or suspend access to the Website in whole or in part at any time at its sole discretion by giving notice to the Client.

 

8.       SEVERABILITY

If any provision in or any part of these Terms is found to be illegal or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of the Terms will remain in force.

9.       GOVERNING LAW AND JURISDICTION

These Terms and any dispute arising out of or in connection with them (including non-contractual disputes) are governed by Spanish law.

 

The parties irrevocably agree that the courts of Spain shall have exclusive jurisdiction to settle any dispute that arises out of or in connection with these Terms (including non-contractual disputes).

 

10.   CONTACT US

Banco Santander, S.A.

Tax Identification number: A-39000013

Corporate domicile: Paseo de Pereda 9-12, Santander, Spain