Terms and Conditions of Use

Last Updated: 9/12/2015

These Terms and Conditions of Use (the “Agreement”) apply to you when you view, access or otherwise use the website located at www.msrindices.com or any other website or software created by MSR Indices, LLC and/or MSR Investments, LLC (websites and software will be collectively referred to herein as "IP" -- short for "Intellectual Property"). The IP is owned by MSR Indices, LLC (“Company”). By accessing, browsing and/or otherwise using this IP and its content, you acknowledge that you have read, understood and agreed to be bound by these terms and conditions, and to comply with all applicable laws and regulations. If you do not agree to all of these terms and conditions, you may not access, browse and/or use this IP. The material provided in this IP is protected by law, including, but not limited to, United States copyright law.

  1. No Investment Advice. No content published on the website or within the IP is a recommendation to buy or sell any investment or a suggestion that any trading strategy is suitable for any specific person. To the extent any of the content published on the website or within the IP may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person. As a user/visitor to the IP you agree to hold the Company harmless for any loss that may occur due to an investment or other transaction you may enter into due (partly or entirely) to information found on or in the IP.

  2. Privacy. Your use of the IP constitutes your consent to the Company’s privacy policy posted from time to time on their websites.

  3. Performance Information. Performance information provided by the IP is from a model index. The Company does not make any representation or warranty, express or implied, as to the accuracy or completeness of such performance and nothing contained herein shall be relied upon as a promise or guarantee as to past or future performance and is not indicative of future results.

  4. License of Software and Use Restrictions. By accessing the IP, the Company grants you a non-exclusive, non-transferable, limited license to access the IP, which may consist of paid content and third party content, services and functions (collectively “Features”) that may change from time to time. The license includes the right to download and temporarily store insubstantial portions of Data (“Downloaded Data”) to a storage device under your exclusive control solely for your use and excerpt from such Downloaded Data in the regular course of your research. Subject to the foregoing usage restrictions, you may create printouts of Data for personal use and for distribution to another party if such third parties agree not to further distribute the printouts. Except as otherwise provided on the website or within the IP, all right, title and interest in the IP belong to the Company or another party that has licensed their material to the Company. Except as expressly provided herein, nothing on the website or within the IP shall be construed as conferring any license or right under copyright, trademark, or other intellectual property rights.

  5. Index Licensing Requirements and Restrictions. YOU AGREE NOT TO USE THE SOFTWARE OR ANY DATA GENERATED FROM THE SOFTWARE, INCLUDING INDEX POSITIONS, TO CREATE OR RUN ANY INVESTMENT OR TRADING ACCOUNT OR PROGRAM FOR YOUR OWN USE OR THE USE OF ANY OTHER PARTY. THE COMPANY OFFERS USE OF ITS SOFTWARE FOR INFORMATIONAL PURPOSES ONLY. ANY PARTY WHO WISHES TO BUILD ANY TRADING OR INVESTMENT PROGRAM THAT RESEMBLES OR TRACKS ANY OF THE TRADING PROGRAMS REPRESENTED BY THE INDICES (OR ANY COMBINATION OF SAID INDICES) INCLUDED IN THE SOFTWARE MUST ENTER INTO AN INDEX LICENSING AGREEMENT WITH MSR INDICES, LLC PRIOR TO ENGAGING IN ANY INVESTMENT OR TRADING ACTIVITY.

  6. Registration and Security. As part of the registration and account creation process necessary to obtain access to certain portions of the IP, you must select a username and password. You shall provide the Company with certain registration information, all of which must be accurate and updated as appropriate. You may not (i) select or use a subscriber ID of another person with the intent to impersonate that person; (ii) use a subscriber ID in which another person has rights without such person’s authorization; or (iii) use a subscriber ID that Company, in its sole discretion, deems offensive. Failure to comply with the foregoing shall constitute a breach of this Agreement, which may result in immediate termination of your access to protected areas of the IP. You shall be responsible for maintaining the confidentiality of your password. You shall immediately notify the Company of any known or suspected unauthorized use(s) of your username and password, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your username and password. You are responsible for all usage or activity with your username and password. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of your access to the IP.

  7. Copyright Notice. All IP materials, including, without limitation, text, pictures, graphics and other files and the selection and arrangement thereof are copyrighted materials of the Company, or by the original creator of the material. Permission is granted to display, copy, distribute, and download the materials on this website or from within the IP for personal, noncommercial use only, provided you do not modify the materials and that you retain all copyright and other proprietary notices contained in the materials. You may not, however, distribute, copy, reproduce, display, republish, download, or transmit any material on this website or from within the IP for commercial use without prior written approval of the Company. You may not “mirror” any material contained on this website or within the IP on any other server without prior written permission from the Company. Any unauthorized use of any material contained on this website or within the IP may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.

  8. Hyperlinks. You are granted a limited, nonexclusive right to create a “hypertext” link to this Website or within the IP provided that such link is to the entry page of this website and does not portray the Company or any of its products or services in a false, misleading, derogatory, or otherwise defamatory manner. This limited right may be revoked at any time for any reason whatsoever. You may not use framing techniques to enclose any Company trademark, logo or trade name or other proprietary information including the images found at the website or within the IP, the content of any text or the layout/design of any page or any form contained on a page without the Company’s express written consent. Any links to third party website on this website or within the IP are provided solely as convenience to you. If you use these links, you will leave this website or IP. The Company has not reviewed all of these third party websites and does not control and is not responsible for any of these websites, their content or their policies, including, without limitation, privacy policies or lack thereof. The Company does not endorse or make any representations about third party websites, or any information, software or other products or materials found there, or any results that may be obtained from using them. If you decide to access any of the third party websites linked to the website or IP, you do so entirely at your own risk. You acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by, or in connection with the use of or reliance on any such third party websites.

  9. Modification of Terms and Conditions of Use. The Company reserves the right to revise these Terms and Conditions of Use at any time by updating this posting. Your continued use of the IP constitutes your agreement to comply with such revisions, so you should visit this page from time to time.

  10. Email May Not Be Used to Provide Notice. Communications made through the Contact Us tab shall in no way be deemed to constitute legal notice to the Company or any of its officers, employees, agents or representatives, such as where notice to the Company is required by contract, or any federal, state or local laws, rules or regulations.

  11. Disclaimer; Limitation of Damages. (a) The Company expressly disclaims all liability for any viruses or other contamination of your computer system or other device used to access the IP as a result of your use of the IP, and expressly disclaims all liability for actions taken or not taken based on any or all of the contents of the IP. THE IP IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY AND ON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, THE COMPANY MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, THAT ACCESS TO OR OPERATION OF THE IP WILL BE UNINTERRUPTED OR ERROR FREE. USE OF THE IP IS AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES, INFORMATION, OTHER COMMUNICATIONS, CONTENT OR OTHER MATERIAL (INCLUDING, WITHOUT LIMITATION, SOFTWARE) ACCESSED THROUGH OR OBTAINED BY MEANS OF THE IP.

  12. Transmissions. Any material, information or idea you transmit to or post on this website or within the IP by any means will be treated as non-confidential and non-proprietary and may be disseminated or used by the Company or its affiliates for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products.

  13. Applicable Laws; Venue. If any provision(s) of this Agreement is held by a court of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties with the other provisions remaining in full force and effect. The Company’s failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by the Company in writing. The section titles in this Agreement are solely used for the convenience of the parties and have no legal or contractual significance. This Agreement may be assigned in whole or in part by the Company. This Agreement may not be assigned in any manner by you without the express, prior written permission of the Company. This Agreement shall be governed by and construed in accordance with the laws of the state of New Jersey notwithstanding any conflict of law's provisions. You irrevocably and unconditionally (i) consent to submit to the exclusive jurisdiction of the courts of state of New Jersey, Morris County or in the next closest federal court (the “New Jersey Courts”) for any litigation arising out of or relating to these Terms and Conditions, (ii) agree not to commence any litigation arising out of or relating to this Agreement except in the New Jersey Courts, (iii) agree not to plead or claim that such litigation brought therein has been brought in an inconvenient forum, and (iv) agree the New Jersey Courts represent the exclusive jurisdiction for all disputes relating to this Agreement.