Common use of Re-Distribution Clause in Contracts

Re-Distribution. 3.1. Subscriber will use commercially reasonable efforts to ensure that the Service, or any portion thereof, it makes available is accurately reproduced. Subscriber agrees to include the following disclaimer in any agreement through which the Service, or any portion thereof, is made available or to incorporate the disclaimer in such agreement by reference to the electronic media where Subscriber posts the disclaimer. In any electronic media where the Service or any portion thereof is displayed, Subscriber shall display, with a prominence substantially equivalent to disclaimers of other vendors, and consistent with its policies and practices in displaying disclaimers of other vendors, the following: "WE ARE PROVIDING CERTAIN DATA SUPPLIED TO US BY THE MUNICIPAL SECURITIES RULEMAKING BOARD ("THE SERVICE") WITHOUT WARRANTIES OR REPRESENTATIONS AND ON AN "AS IS" BASIS. WE HEREBY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES (EXPRESS OR IMPLIED), INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE REGARDING THE SERVICE. YOU SHALL BEAR ALL RISK, RELATED COSTS AND LIABILITY AND BE RESPONSIBLE FOR YOUR USE OF THE SERVICE. WE ASSUME NO RESPONSIBILITY FOR THE CONSEQUENCES OF ANY INTENTIONAL OR UNINTENTIONAL ERROR, OMISSION, INACCURACY, INCOMPLETENESS OR UNTIMELINESS IN OR WITH RESPECT TO THE SERVICE. [INSERT APPROPRIATE ADDITIONAL DISCLAIMER(S) FROM SCHEDULE B ATTACHED HERETO AND INCORPORATED HEREIN BY REFERENCE THAT CORRESPONDS TO EACH OF THE ITEMS INCLUDED ON THE ORDER SCHEDULE] The MSRB, its officers, directors, employees, agents, consultants and licensors shall not be liable or responsible to you or anyone else for any losses, injuries, damages, costs, expenses or claims caused by, arising out of or relating to the following: (a) acts, omissions, occurrences or contingencies beyond their control; (b) service interruptions or performance failures, such as those that result from the use of telecommunications facilities that are outside their control, including the Internet; (c) negligence, gross negligence or willful misconduct in procuring, compiling, interpreting, editing, writing, reporting or delivering any of the content and material; (d) lost, stolen, late, corrupted, misdirected, failed, incomplete or delayed transmissions by anyone using the Service, including, but not limited to, any technical malfunctions, human error, computer viruses, lost data transmissions, omissions, interruptions, deletions, defects, hyperlink failures or line failures of any telephone network, computer equipment, software or any combination thereof; (e) damage to your computer systems, equipment, software, data or other tangible or intangible property resulting from or sustained in connection with your use of the Service; and/or (f) any disruption of business, lost sales or lost profits or any punitive, exemplary, indirect, special, incidental or consequential damages associated or in connection with, resulting from or arising out of any use of the Service or the content and material in the Service. The MSRB and its officers, directors, employees, agents, consultants and licensors shall have no liability in tort, contract or otherwise (and as permitted by law, product liability) to you or anyone else for any reason associated or in connection with, resulting from or arising out of your use of the Service. The MSRB, its officers, directors, employees, agents, consultants and licensors make, and have made, no recommendations regarding any of the securities or other investment vehicles identified, referred to or described in the Service. The Service is reproduced by permission of the MSRB under a non-exclusive limited license. The MSRB accepts no responsibility or liability for the accuracy of the reproduction of the Service or that such Service is current.” Notwithstanding anything in this Agreement to the contrary (including this Section 3.1, Section 2.4 above, and Section 7.4 below), the MSRB agrees that as an alternative to displaying mandated disclaimers on electronic media where the Service (or any portion thereof) is displayed, Subscriber may provide the MSRB with a main contributor page on their Subscriber service, accessible by all users of such service, the prominence, content, format and layout of which shall be subject to Subscriber's reasonable policies and practices administered with respect to principal contributors to such service, on which the MSRB may display such disclaimers.