Sustainalytics will, amongst others, use data compiled and/or prepared by third parties (“Third Party Data”) in the delivery of Licensed Research and Data. Third Party Data is not owned by Sustainalytics and Licensee may be required to obtain permission directly from third parties for use of Third Party Data and may be required to pay a fee.
The following provisions apply to all Third Party Data made available via the Licensed Research and Data by Sustainalytics from any Third Party Data suppliers, except CUSIP:
The Licensee agrees and acknowledges that Third Party Data in the information contained therein is and shall remain valuable intellectual property owned by, or licensed to, respective owners, and that no proprietary rights are being transferred to the Licensee in such materials or in any of the information contained therein. The Licensee agrees that misappropriation or misuse of such materials will cause serious damage to third parties, and that in such event money damages may not constitute sufficient compensation to third parties; consequently, the Licensee agrees that in the event of any misappropriation or misuse, third parties, shall have the right to obtain injunctive relief in addition to any other legal or financial remedies.
Any Third Party Data are not investment advice and a reference to a particular investment or security, a credit rating or any observation concerning a security or investment provided in the Third Party Data is not a recommendation to buy, sell or hold such investment or security or make any other investment decisions. Third parties including their affiliates, or their third-party suppliers have exclusive proprietary rights in the Third Party Data and any information and software received in connection therewith. Licensee is aware will comply with the following disclaimers https://www.sustainalytics.com/legal-disclaimers/
NEITHER THIRD PARTY NOR ANY OF THEIR AFFILIATES MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, AS TO THE ACCURACY, ADEQUACY OR COMPLETENESS OF ANY OF THE INFORMATION CONTAINED IN THE THIRD PARTY DATA. ALL SUCH MATERIALS ARE PROVIDED TO USER ON AN “AS IS” BASIS, WITHOUT ANY WARRANTIES AS TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE NOR WITH RESPECT TO THE RESULTS WHICH MAY BE OBTAINED FROM THE USE OF SUCH MATERIALS. NEITHER THIRD PARTY NOR THEIR AFFILIATES SHALL HAVE ANY RESPONSIBILITY OR LIABILITY FOR ANY ERRORS OR OMISSIONS NOR SHALL THEY BE LIABLE FOR ANY DAMAGES, WHETHER DIRECT OR INDIRECT, SPECIAL OR CONSEQUENTIAL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE LIABILITY OF A THIRD PARTY OR ANY OF THEIR AFFILIATES PURSUANT TO ANY CAUSE OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE FEE PAID BY LICENSEE FOR ACCESS TO SUCH MATERIALS IN THE MONTH IN WHICH SUCH CAUSE OF ACTION IS ALLEGED TO HAVE ARISEN. FURTHERMORE, THIRD PARTY SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR DELAYS OR FAILURES DUE TO CIRCUMSTANCES BEYOND THEIR CONTROL.
Licensee shall not use or permit anyone to use the Third Party Data for any unlawful or unauthorized purpose. The Third Party Data are being provided for Licensee’s internal use only and Licensee is not authorized or permitted to distribute or otherwise furnish such information or software to any third-party without prior written approval of Sustainalytics and that specific third party.
Access to the Third Party Data is subject to termination in the event that any agreement between Sustainalytics and third parties terminates for any reason. Third parties may enforce their rights against Licensee as the third-party beneficiary of the Agreement between Sustainalytics and Licensee, even though they are not a party to the Agreement between Sustainalytics and Licensee.
The Licensee agrees that the foregoing terms and conditions shall survive any termination of its right of access to the Global Access, Data Services, Third Party Data including but not limited to CUSIP Database and SEDOL identified above.
The following provisions apply to all Third Party Data made available via the Licensed Research and Data by Sustainalytics from CUSIP:
1. General terms
“Licensee agrees and acknowledges that the CUSIP Database and the information contained therein is and shall remain valuable intellectual property owned by, or licensed to, CUSIP Global Services (“CGS”) and the American Bankers Association (“ABA”), and that no proprietary rights are being transferred to Licensee in such materials or in any of the information contained therein. Any use by Licensee outside of the clearing and settlement of transactions requires a license from CGS, along with an associated fee based on usage. Licensee agrees that misappropriation or misuse of such materials will cause serious damage to CGS and ABA, and that in such event money damages may not constitute sufficient compensation to CGS and ABA; consequently, Licensee agrees that in the event of any misappropriation or misuse, CGS and ABA shall have the right to obtain injunctive relief in addition to any other legal or financial remedies to which CGS and ABA may be entitled.
Licensee agrees that Licensee shall not publish or distribute in any medium the CUSIP Database or any information contained therein or summaries or subsets thereof to any person or entity except in connection with the normal clearing and settlement of security transactions. Licensee further agrees that the use of CUSIP numbers and descriptions is not intended to create or maintain, and does not serve the purpose of the creation or maintenance of, a master file or database of CUSIP descriptions or numbers for itself or any third party recipient of such service and is not intended to create and does not serve in any way as a substitute for the CUSIP MASTER TAPE, PRINT, DB, INTERNET , ELECTRONIC , CD-ROM Services and/or any other future services developed by the COS.
NEITHER CGS, ABA NOR ANY OF THEIR AFFILIATES MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, AS TO THE ACCURACY, ADEQUACY OR COMPLETENESS OF ANY OF THE INFORMATION CONTAINED IN THE CUSIP DATABASE. ALL SUCH MATERIALS ARE PROVIDED TO LICENSEE ON AN “AS IS” BASIS, WITHOUT ANY WARRANTIES AS TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE NOR WITH RESPECT TO THE RESULTS WHICH MAY BE OBTAINED FROM THE USE OF SUCH MATERIALS. NEITHER CGS, ABA NOR THEIR AFFILIATES SHALL HAVE ANY RESPONSIBILITY OR LIABILITY FOR ANY ERRORS OR OMISSIONS NOR SHALL THEY BE LIABLE FOR ANY DAMAGES, WHETHER DIRECT OR INDIRECT, SPECIAL OR CONSEQUENTIAL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE LIABILITY OF CGS, ABA OR ANY OF THEIR AFFILIATES PURSUANT TO ANY CAUSE OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE FEE PAID BY LICENSEE FOR ACCESS TO SUCH MATERIALS IN THE MONTH IN WHICH SUCH CAUSE OF ACTION IS ALLEGED TO HAVE ARISEN. FURTHERMORE, CGS AND ABA SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR DELAYS OR FAILURES DUE TO CIRCUMSTANCES BEYOND THEIR CONTROL.
Licensee agrees that the foregoing terms and conditions shall survive any termination of its right of access to the materials identified above.”
2. Terms applicable to delivery of CGS data via Global Access, including download facilities for the Authorized Users, on an ad-hoc basis, and limited portions of CGS Data solely:
Licensee agrees and acknowledges its and its Authorized Users compliance with the following restrictions relating to downloading and redistributing CGS Data:
- Each Authorized User is issued a unique password. No transferring or sharing of passwords is permitted by Sustainalytics.
- Each Authorized User may download CGS Data to a desktop/computing device used solely for such Desktop User’s individual use and not for any centralized, interdepartmental or shared use;
- Once downloaded to an Authorized User’s desktop/computing device, the CGS Data must remain on such Authorized User’s desktop/computing device and may not be uploaded, copied, transferred to, stored or managed in any other desktop/computing device, including that of another Authorized User, or any device, directory, database or other repository that is shared or can be accessed by others (e.g. the download functionality may not be used to populate master security databases);
- Authorized Users may download CGS Data only as a convenience in connection with Authorized Users’ use of the Global Access and not as an alternative to obtaining the CGS Data from and/or pursuant to an agreement with CGS.
- Sustainalytics will report to CGS, via the Portal within fifteen (15) business days following the end of each calendar quarter, the Contact Information for those Licensees that have at least one Authorized User that has downloaded more than: (a) 3,000 unique CUSIP Identifiers, or (b) 3,000 unique CINS Identifiers, or (c) 3,000 unique CGS ISIN Identifiers for three (3) consecutive months
3. Terms applicable to delivery of CGS data via Data services:
Sustainalytics may provide GCS data to the Licensee only subject to Authorization from CGS.
Last update: November 2018