Use of the Product. 7.1 Subject to certain limitations described in this section and elsewhere in this Purchase Agreement, the MSRB grants to Purchaser a limited non-exclusive, non- transferable (except as allowed herein), non-sublicensable, license: (i) to make the Product available to designated employees for their own internal research and business use in the normal course of their employment; and (ii) to use and re-disseminate the Product, subject to the limitations described in this Purchase Agreement. Purchaser may re-disseminate the Product or portions thereof to Purchaser’s end user clients for their internal business purposes, including limited redistribution by Purchaser’s end user clients. End user client shall mean any professional entity that utilizes the Product in the normal course of its business, which includes, the right of limited re-distribution of such information to their clients; provided however, the term does not include those users who re-distribute the Product or any portion thereof for a fee (other than customary printing, copying and similar charges) except as part of a derivative product produced by such end user client that would not reasonably be expected to serve as a substitute for the Product so as to bypass any applicable MSRB licensing or related fees. Purchaser is expressly prohibited from re-disseminating the Product or any portion thereof to commercial vendors or other entities that are in the business of re-disseminating data or information for re-dissemination other than as set forth in the immediately preceding sentence. Except as stated above, no permission is granted for Purchaser to re-disseminate the Product, or any portion thereof, to any party for the purpose of further re-dissemination. Purchaser agrees to inform such clients of this restriction and to take commercially reasonable steps to prevent such clients from re-disseminating the Product, or any portion thereof, in violation of this paragraph as soon as Purchaser is informed or otherwise becomes aware that such unauthorized re-dissemination is occurring. Purchaser may use the Product to create derivative work, which shall be owned by Purchaser; provided, however, that Purchaser shall have no ownership rights to the Product, or any portion thereof, and may not use such derivative work to evade the restrictions on re-dissemination described in this paragraph. 7.2 Purchaser agrees that if the Product or any portion thereof is redistributed by Purchaser in its original form or in a derivative work, Purchaser will ensure that the Product or any portion thereof will be accurately re- disseminated. Purchaser agrees that the Product will not be re-disseminated in a misleading manner. The MSRB has no responsibility for any derivative work created by Purchaser hereunder, and Purchaser agrees to defend, indemnify and hold harmless the MSRB and its officers, directors, employees, agents, legal representatives, successors, and assigns as more fully described in Section 5. 7.3 Purchaser acknowledges the possibility of errors, omissions and failures in the delivery of Product that may arise from a number of factors. Purchaser agrees that any use it makes of the Product, including any reformatting and re-dissemination, will be done in a reasonable and prudent manner, taking into account these possibilities. The MSRB includes disclaimer statements for certain services and products produced as part of the Historical Data Products, as further described in Schedule B attached hereto and incorporated herein by reference, that corresponds to each of the Historical Data Products listed on Schedule A regarding the possibility of errors and omissions in such services and products, or delays in providing such services or products. If Purchaser re-disseminates the Product to third parties, Purchaser agrees to take adequate efforts to inform those parties of the possibility of such errors, omissions and lack of timeliness of the Product, as applicable, as specified in the disclaimer and to provide the disclaimer statement to all recipients of the Product as provided in Schedule B. Purchaser acknowledges that, from time to time, it may experience system malfunctions or other situations which may cause incorrect data to be re-disseminated. In such instances, Purchaser is expected to use commercially reasonable efforts to correct any mistakes in such data that was disseminated via the Purchaser services and to inform users of any Purchaser services of problems Purchaser was unable to correct and which may result in the incorrect display of the Product, to the extent technically practicable and consistent with Purchaser’s standard policies and practices. 7.4 The MSRB publishes a logo in connection with the Product, which is a “jpg” file located at ▇▇▇▇://▇▇▇.▇▇▇▇.▇▇▇/msrb1/images/MSRB-logo.jpg. Purchaser acknowledges that this logo is a registered service ▇▇▇▇ of the Municipal Securities Rulemaking Board. If Purchaser re-disseminates the Product or any portion thereof to third parties, Purchaser agrees to provide attribution to the MSRB as the source of such Product and to include the MSRB logo along with such statement, if the medium used by Purchaser to convey the attribution allows for the display or transmission of jpg files.
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Sources: Purchase Agreement
Use of the Product. 7.1 Subject to certain limitations described in this section and elsewhere in this Purchase Agreement, the MSRB grants to Purchaser a limited non-exclusivenon‐exclusive, non- transferable non‐transferable (except as allowed herein), non-sublicensablenon‐sublicensable, license: (i) to make the Product available to designated employees for their own internal research and business use in the normal course of their employment; and (ii) to use and re-disseminate re‐disseminate the Product, subject to the limitations described in this Purchase Agreement. Purchaser also may re-disseminate permit access to and use of the Product by contractors solely for the purpose of such contractor(s) providing services to Purchaser, and Purchaser shall be responsible (including, without limitation, for indemnification and defense under Section 5 above) for any breach of this Purchase Agreement by its contractors to the same extent as if Purchaser had breached this Purchase Agreement. Purchaser may re‐disseminate the Product or portions thereof to Purchaser’s end user clients for their internal business purposes, including limited redistribution re‐distribution by Purchaser’s end user clients. End user client shall clientshall mean any professional entity that utilizes the Product in the normal course of its business, which includes, the right of limited re-distribution re‐distribution of such information to their clients; provided however, the term does not include those users who re-distribute re‐distribute the Product or any portion thereof for a fee (other than customary printing, copying and similar charges) except as part of a derivative product produced by such end user client that would not reasonably be expected to serve as a substitute for the Product so as to bypass any applicable MSRB licensing or related fees. Purchaser is expressly prohibited from re-disseminating re‐disseminating the Product or any portion thereof to commercial vendors or other entities that are in the business of re-re‐ disseminating data or information for re-dissemination re‐dissemination other than as set forth in the immediately preceding sentence. Except as stated above, no permission is granted for Purchaser to re-re‐ disseminate the Product, or any portion thereof, to any party for the purpose of further re-re‐ dissemination. Purchaser agrees to inform such clients of this restriction and to take commercially reasonable steps to prevent such clients from re-re‐ disseminating the Product, or any portion thereof, in violation of this paragraph as soon as Purchaser is informed or otherwise becomes aware that such unauthorized re-dissemination re‐dissemination is occurring. Purchaser may use the Product to create derivative workworks (including, without limitation, reports or publications resulting from academic research), which shall be owned by Purchaser; provided, however, that Purchaser shall have no ownership rights to the Product, or any portion thereof, and may not use such derivative work to evade the restrictions on re-dissemination re‐dissemination described in this paragraph.
7.2 Purchaser agrees that if the Product or any portion thereof is redistributed by Purchaser in its original form or in a derivative work, Purchaser will ensure that the Product or any portion thereof will be accurately re- disseminatedre‐disseminated. Purchaser agrees that the Product will not be re-disseminated re‐disseminated in a misleading manner. The MSRB has no responsibility for any derivative work created by Purchaser hereunder, and Purchaser ▇▇▇▇▇▇▇▇▇ agrees to defend, indemnify and hold harmless the MSRB and its officers, directors, employees, agents, legal representatives, successors, and assigns as more fully described in Section 5.
7.3 Purchaser acknowledges the possibility of errors, omissions and failures in the Product or its availability/delivery of Product that may arise from a number of factors. Purchaser agrees that any use it makes of the Product, including any reformatting and re-disseminationre‐dissemination, will be done in a reasonable and prudent manner, taking into account these possibilities. The MSRB includes disclaimer statements for certain services and products produced as part of the Historical Data Products, as further described in Schedule B attached hereto and incorporated herein by reference, that corresponds to each of the Historical Data Products listed on Schedule A regarding the possibility of errors and omissions in such insuch services and products, or delays in providing such services or products. If Purchaser re-disseminates re‐disseminates the Product to third parties, Purchaser agrees to take adequate efforts to inform those parties of the possibility of such errors, omissions and lack of timeliness of the Product, as applicable, as specified in the disclaimer and to provide the disclaimer statement to all recipients of the Product as provided in Schedule B. Purchaser acknowledges that, from time to time, it may experience system malfunctions or other situations which may cause incorrect data to be re-re‐ disseminated. In such instances, Purchaser is expected to use commercially reasonable efforts to correct any mistakes in such data that was disseminated via the Purchaser services and to inform users of any Purchaser services of problems Purchaser was unable to correct and which may result in the incorrect display of the Product, to the extent technically practicable and consistent with Purchaser’s standard policies and practices.
7.4 The MSRB publishes a logo in connection with the Product, which is a “jpg” file located at ▇▇▇▇://▇▇▇.▇▇▇▇.▇▇▇/msrb1/images/MSRB-logo.jpg. Purchaser acknowledges that this logo is a registered service ▇▇▇▇ of the Municipal Securities Rulemaking Board. If Purchaser re-disseminates re‐disseminates the Product or any portion thereof to third parties, Purchaser agrees to will provide attribution to the MSRB as the source of such Product and to include the MSRB logo along with such statement, if the medium used by Purchaser to convey the attribution allows for the display or transmission of jpg filesProduct.
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Use of the Product. 7.1 Subject to certain limitations described in this section and elsewhere in this Purchase Agreement, the MSRB grants to Purchaser a limited non-exclusivenon‐exclusive, non- transferable non‐transferable (except as allowed herein), non-sublicensablenon‐sublicensable, license: (i) to make the Product available to designated employees for their own internal research and business use in the normal course of their employment; and (ii) to use and re-disseminate re‐disseminate the Product, subject to the limitations described in this Purchase Agreement. Purchaser may re-disseminate re‐disseminate the Product or portions thereof to Purchaser’s end user clients for their internal business purposes, including limited redistribution re‐distribution by Purchaser’s end user clients. End user client shall clientshall mean any professional entity that utilizes the Product in the normal course of its business, which includes, the right of limited re-distribution re‐distribution of such information to their clients; provided however, the term does not include those users who re-distribute re‐distribute the Product or any portion thereof for a fee (other than customary printing, copying and similar charges) except as part of a derivative product produced by such end user client that would not reasonably be expected to serve as a substitute for the Product so as to bypass any applicable MSRB licensing or related fees. Purchaser is expressly prohibited from re-disseminating re‐disseminating the Product or any portion thereof to commercial vendors or other entities that are in the business of re-disseminating re‐disseminating data or information for re-dissemination re‐dissemination other than as set forth in the immediately preceding sentence. Except as stated above, no permission is granted for Purchaser to re-re‐ disseminate the Product, or any portion thereof, to any party for the purpose of further re-re‐ dissemination. Purchaser agrees to inform such clients of this restriction and to take commercially reasonable steps to prevent such clients from re-disseminating re‐disseminating the Product, or any portion thereof, in violation of this paragraph as soon as Purchaser is informed or otherwise becomes aware that such unauthorized re-dissemination re‐dissemination is occurring. Purchaser may use the Product to create derivative work, which shall be owned by Purchaser; provided, however, that Purchaser shall have no ownership rights to the Product, or any portion thereof, and may not use such derivative work to evade the restrictions on re-dissemination re‐dissemination described in this paragraph.
7.2 Purchaser agrees that if the Product or any portion thereof is redistributed by Purchaser in its original form or in a derivative work, Purchaser will ensure that the Product or any portion thereof will be accurately re- disseminatedre‐disseminated. Purchaser agrees that the Product will not be re-disseminated re‐disseminated in a misleading manner. The MSRB has no responsibility for any derivative work created by Purchaser hereunder, and Purchaser agrees to defend, indemnify and hold harmless the MSRB and its officers, directors, employees, agents, legal representatives, successors, and assigns as more fully described in Section 5.
7.3 Purchaser acknowledges the possibility of errors, omissions and failures in the delivery of Product that may arise from a number of factors. Purchaser agrees that any use it makes of the Product, including any reformatting and re-disseminationre‐dissemination, will be done in a reasonable and prudent manner, taking into account these possibilities. The MSRB includes disclaimer statements for certain services and products produced as part of the Historical Data Products, as further described in Schedule B attached hereto and incorporated herein by reference, that corresponds to each of the Historical Data Products listed on Schedule A regarding the possibility of errors and omissions in such insuch services and products, or delays in providing such services or products. If Purchaser re-disseminates re‐disseminates the Product to third parties, Purchaser agrees to take adequate efforts to inform those parties of the possibility of such errors, omissions and lack of timeliness of the Product, as applicable, as specified in the disclaimer and to provide the disclaimer statement to all recipients of the Product as provided in Schedule B. Purchaser acknowledges that, from time to time, it may experience system malfunctions or other situations which may cause incorrect data to be re-re‐ disseminated. In such instances, Purchaser is expected to use commercially reasonable efforts to correct any mistakes in such data that was disseminated via the Purchaser services and to inform users of any Purchaser services of problems Purchaser was unable to correct and which may result in the incorrect display of the Product, to the extent technically practicable and consistent with Purchaser’s standard policies and practices.
7.4 The MSRB publishes a logo in connection with the Product, which is a “jpg” file located at ▇▇▇▇://▇▇▇.▇▇▇▇.▇▇▇/msrb1/images/MSRB-logo.jpgMSRB‐logo.jpg. Purchaser acknowledges that this logo is a registered service ▇▇▇▇ of the Municipal Securities Rulemaking Board. If Purchaser re-disseminates re‐disseminates the Product or any portion thereof to third parties, Purchaser agrees to provide attribution to the MSRB as the source of such Product and to include the MSRB logo along with such statement, if the medium used by Purchaser to convey the attribution allows for the display or transmission of jpg files.
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