YOU MAY USE CONTENT (SUCH AS DATA SHEETS, KNOWLEDGE BASE ARTICLES, AND SIMILAR MATERIALS) PURPOSELY MADE AVAILABLE BY MARKIT FOR DOWNLOADING FROM THE WEBSITE, PROVIDED THAT YOU (I) DO NOT REMOVE ANY PROPRIETARY NOTICE OR DISCLAIMER LANGUAGE IN ANY COPIES OF SUCH DOCUMENTS, (II) USE SUCH INFORMATION ONLY FOR YOUR PERSONAL, NON-COMMERCIAL INFORMATIONAL PURPOSE AND DO NOT COPY OR POST SUCH INFORMATION ON ANY NETWORKED COMPUTER OR BROADCAST IT IN ANY MEDIA, (III) MAKE NO MODIFICATIONS TO ANY SUCH INFORMATION, AND (IV) DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES RELATING TO SUCH DOCUMENTS.
1.3 Modification of Website and Content. The Website and Content are subject to modification by Markit to reflect statistical, technical, administrative, market based or similar changes that Markit determines in good faith are required or desirable. Markit may also make changes to any products or services offered on the Website, or to the applicable prices for any such products or services, at any time, without notice. The materials on the Website with respect to products or services, at any time, without notice. The materials on this Website with respect to products and services may be out of date, and Markit makes no commitment to update the materials on this Website with respect to such products and services.
1.4 No Advice. The Content is intended only for professionals in the financial markets and is not, and should not be construed as financial, legal or other advice of any kind, nor should it be regarded as an offer or as a solicitation of an offer to buy, sell or otherwise deal in any investment. You may not use the Content in, or generate, any advice, recommendations, guidance, publications or alerts made available to your clients or other third parties. Nothing in the Content constitutes a solicitation by Markit of the purchase or sale of loans, securities or any investment.
1.6 Delivery and Security. You shall solely be responsible for any and all necessary equipment and connections from its own computer systems to the Markit systems that will allow for the delivery of the Content. Markit shall have no responsibility for any such equipment or connections. You shall ensure that it has implemented security systems and procedures to prevent the unauthorized access to or misuse or disruption of the Content.
1.7 RED Entity CLIPS. To the extent any RED Entity CLIPS (means a unique 6-character CUSIP linked Entity Markit code identifier that has been assigned to the long legal name of the reference entity or the index) are made available or embedded within any Content to non-RED subscribers, you hereby acknowledge:
(i) such Entity CLIPS embedded in the Content shall be restricted for viewing purposes for the sole benefit of you only;
(ii) you shall not use internally or distribute any Entity CLIPS; and
(iii) Markit may terminate access to such Entity CLIPS at any time in its sole discretion.
1.8 RED Index Codes.. RED Index Codes. To the extent any Markit RED Index Codes are made available or embedded within any Content to non-RED subscribers, you hereby agree:
(i) such Markit RED Index Codes embedded in the Content shall be restricted for viewing purposes for the sole benefit of you only;
(ii) Markit RED Index Codes made available to you shall only be used solely for the confirmation of indices transactions through DTCC Deriv/SERV System;
(iii) you shall not use internally or distribute any Markit RED Index Codes; and
(iv) Markit may terminate access to such Markit RED Index Codes at any time in its sole discretion.
2.1 USE OF WEBSITE. YOU WILL NOT IN CONNECTION WITH YOUR USE OF THIS CONTENT AND UNDERLYING WEBSITE: (A) VIOLATE ANY APPLICABLE LOCAL, STATE, NATIONAL OR INTERNATIONAL LAW, STATUTE, ORDINANCE, RULE OR REGULATION, INCLUDING WITHOUT LIMITATION THOSE RELATING TO COMPETITION OR ANTITRUST; (B) FORGE HEADERS OR IN ANY MANNER MANIPULATE IDENTIFIERS IN ORDER TO DISGUISE THE ORIGIN OF ANY INFORMATION; (C) TAKE ANY ACTION THAT IMPOSES AN UNREASONABLE OR DISPROPORTIONATELY LARGE LOAD ON THE INFRASTRUCTURE OF THE WEBSITE OR MARKIT’S SYSTEMS OR NETWORKS, OR ANY SYSTEMS OR NETWORKS CONNECTED TO THE WEBSITE OR TO MARKIT; OR (D) DOWNLOAD, UPLOAD, POST, TRANSMIT, PUBLISH OR DISTRIBUTE ANY MATERIAL OR INFORMATION THAT CONSTITUTES OR ENCOURAGES CONDUCT THAT WOULD CONSTITUTE A CRIMINAL OFFENCE, GIVE RISE TO OTHER LIABILITY, OR OTHERWISE VIOLATE APPLICABLE LAW.
YOU MAY NOT 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, OR 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. MARKIT RESERVES THE RIGHT TO BAR ANY SUCH ACTIVITY.
3. Intellectual Property
3.1 Intellectual Property. The ownership and intellectual property rights of all Content, models, software, data and any materials of the Content, including but not limited to the design, structure, selection, coordination, expression “look and feel” and arrangement of such Content, and enhancements, modifications or additional Content thereto shall be the sole and exclusive property of Markit or its Data Providers and you shall not (i) copy or rely upon such material for any purpose including reverse engineering or disclose it to any third party for any purpose whatsoever; (ii) by act or omission infringe upon Markit’s intellectual property rights in the Website. You acknowledge that the Website, was developed, compiled, prepared, revised, selected and arranged by Markit and others (including certain information sources (each a “Data Provider”)) through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort and money, and constitute valuable intellectual property and trade secrets of Markit.
3.2 Trade Marks. You shall not use any of Markit’s trademarks, trade names or service marks in any manner, and in no event in a manner accessible by or available to any third party. You acknowledge that you have no ownership or license rights in or to any of these names or marks.
4. Disclaimer of Warranties and Limitation of Liability
4.2 No Liability. Neither Markit, its affiliates nor any Data Provider shall in any way be liable to you or any client of you for any inaccuracies, errors or omissions, regardless of cause, in the Content provided hereunder or for any damages (whether direct or indirect) resulting therefrom. Without limiting the foregoing, Markit shall have no liability whatsoever to you, whether in contract (including under an indemnity), in tort (including negligence), under a warranty, under statute or otherwise, in respect of any loss or damage suffered by you as a result of or in connection with any opinions, recommendations, forecasts, judgments, or any other conclusions, or any course of action determined, by you or any client of you, whether or not based on the Content.
5.1 You will indemnify, defend and hold harmless Markit and its affiliates, directors, officers, agents employees, successors, assigns and all Data Providers, and each of their affiliates, directors, officers, agents, employees, members, partners, successors and assigns ("Markit Indemnitees") from and against any and all losses, liabilities, damages, costs (including reasonable attorneys’ fees) and expenses arising as a result of any claims, suits or proceedings (collectively, “Claims”) brought by any third party against any Markit Indemnitees arising from your use of this Website or any Content.
6.2 You agree that Markit may, in its sole discretion and without prior notice, terminate your access to the Website or Content, for cause, which includes (but is not limited to): (i) requests by law enforcement or other government agencies, (ii) a request by you (self-initiated account deletions), (iii) discontinuance or material modification of the Website or any Content offered on or through the Website, or (iv) unexpected technical issues or problems.