Last Updated: May 2019
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a trademark of Standard & Poor’s Financial Services LLC (“S&P”) and Morgan Stanley Capital International Inc. (“MSCI”).
Subscribers to the Reorg platform and their authorized users, those trialing the Reorg platform and other users of the Reorg platform (each of the foregoing, a “User”) who access the GICS Direct service that delivers classification of active companies using S&P’s and MSCI’s proprietary GICS classification system (the “GICS Service”) agree not to redistribute the GICS Service in any form or manner to any third party.
Use of the GICS Service shall only be by employees of Reorg subscribers or Reorg trial participants and solely for internal business purposes or personal, non-commercial use. Users accessing the GICS Service agree not to use or permit anyone else to use the GICS Service to create any securities products or indices based on the GICS Service or any portion thereof. Users accessing the GICS Service agree to treat the GICS Service as proprietary to MSCI and S&P, and/or their affiliates, and/or their third-party providers. Users accessing the GICS Service acknowledge that MSCI and S&P, and/or their affiliates, and/or their third-party providers are the sole and exclusive owners of the GICS Service (including all trade secrets, copyrights, trademarks and other intellectual property rights in or to the GICS Service).
Users accessing the GICS Service will not: (i) alter, modify or adapt any component of the GICS Service, including, but not limited to, translating, decompiling, disassembling, reverse engineering or creating derivative works; or (ii) use the GICS Service to verify the accuracy of other data or to correct such other data; or (iii) resell or otherwise transfer or make the GICS Service, or any part or component thereof, available to any other person or organization (including, without limitation, a User’s present and future parents, subsidiaries or affiliates, if applicable) directly or indirectly, for any of the foregoing or for any other use, including, without limitation, by loan, rental, service bureau, external time sharing or similar arrangement. Users accessing the GICS Service acknowledge that (i) S&P or MSCI may, in its sole and absolute discretion and at any time, terminate the User’s right to receive and/or use the GICS Service; and (ii) provision of the GICS Service is subject to termination in the event that the relevant agreement between Reorg and MSCI or S&P is terminated.
Users accessing the GICS Service acknowledge S&P or MSCI as a third-party beneficiary of the terms set forth in this paragraph, entitled to enforce all provisions relating to the GICS Service.
THE DATA ARE PROVIDED TO USERS ACCESSING THE GICS SERVICE ON AN “AS IS” BASIS. REORG, ITS INFORMATION PROVIDERS, AND ANY OTHER THIRD PARTY INVOLVED IN OR RELATED TO THE MAKING OR COMPILING OF ANY OF THE DATA MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE DATA (OR THE RESULTS TO BE OBTAINED BY THE USE THEREOF). WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, REORG, ITS INFORMATION PROVIDERS AND ANY OTHER THIRD PARTY INVOLVED IN OR RELATED TO THE MAKING OR COMPILING ANY OF THE DATA EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ORIGINALITY, ACCURACY, TIMELINESS, COMPLETENESS, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE.
USERS ACCESSING THE GICS SERVICE ASSUME THE ENTIRE RISK OF ANY USE THEY MAY MAKE OF THE DATA. IN NO EVENT SHALL REORG, ITS INFORMATION PROVIDERS OR ANY THIRD PARTY INVOLVED IN OR RELATED TO THE MAKING OR COMPILING OF ANY OF THE DATA, BE LIABLE TO A USER, OR ANY OTHER PERSON, FOR ANY DIRECT OR INDIRECT DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, LOST SAVINGS OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THIS AGREEMENT OR THE INABILITY OF THE USER TO USE THE DATA, REGARDLESS OF THE FORM OF ACTION, EVEN IF REORG, ANY OF ITS INFORMATION PROVIDERS, OR ANY OTHER THIRD PARTY INVOLVED IN OR RELATED TO THE MAKING OR COMPILING OF ANY OF THE DATA HAS BEEN ADVISED OF OR OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY OF SUCH DAMAGES.
Each User accessing the GICS Service agrees to indemnify and hold harmless Reorg, its information providers, and any other third party involved in or related to the making or compiling of the GICS Service, from and against any claims, losses, damages, liabilities, costs and expenses, including reasonable attorneys’ fees and costs, as incurred, arising in any manner out of the User’s or any third party’s use of, or inability to use, the GICS Service or any breach by the User of the use restrictions regarding the GICS Service.