SRTx™ Survey Terms and Conditions
SCI/MF&Co SRTx™ Survey Form Contributor Submission Information and Data - Terms and Conditions
TERMS AND CONDITIONS (THE “AGREEMENT”) RELATED TO PARTICIPATION IN THE SCI/MF&Co SRTx™ INDEX (THE “INDEX”) SURVEY (THE “SURVEY”)
IMPORTANT - THESE TERMS AND CONDITIONS SHOULD BE READ CAREFULLY BY CONTRIBUTORS PRIOR TO AGREEING TO PARTICIPATING IN, AND SUBMITTING, SURVEYS.
THE COPYRIGHT, DATA/DATABASE RIGHTS AND ANY OTHER INTELLECTUAL PROPERTY RIGHTS IN THE PROGRAMS AND DATA CONTAINED WITHIN THE SURVEY OR ANY REPORT TOGETHER WITH ANY ITEMS THAT ARE/WERE PROVIDED TO YOU IN CONNECTION WITH THE PRODUCTS OR SERVICES RELATING TO THE SURVEY OR REPORT, ARE AND REMAIN THE PROPERTY OF STRUCTURED CREDIT INVESTOR (SCI) AND/OR MARK FONTANILLA & CO., LLC AT ALL TIMES (TOGETHER “SCI/MFCo”). YOU ARE LICENSED TO USE THEM ONLY IF YOU ACCEPT ALL THESE TERMS AND CONDITIONS, ONLY TO THE EXTENT EXPRESSLY DEFINED WITHIN THESE TERMS AND CONDITIONS.
BY AGREEING AND PROCEEDING TO PARTICIPATE IN THE SURVEY, YOU CONFIRM YOUR ACCEPTANCE OF AND AGREEMENT TO, ON BEHALF OF YOURSELF AND YOUR EMPLOYER, ALL THE TERMS AND CONDITIONS AS SET OUT HEREIN (“AGREEMENT”).
THIS AGREEMENT CONSTITUTES THE ENTIRE AGREEMENT BETWEEN YOU AND SCI/MFCo, WHICH SUPERSEDES ANY AND ALL PRIOR AGREEMENTS OR REPRESENTATIONS YOU MAY HAVE RECEIVED RELATING TO THE SUBJECT MATTER SCOPE OF THIS AGREEMENT
Responsibility for Accuracy and Completeness of Client Information
The accuracy and relevance of SCI/MFCo's information in survey-related products and services is largely based on the data that approved survey contributors provide. In agreeing to participate in the Survey, you are agreeing to provide accurate and complete data relating to such products or services, and that you deem yourself fully capable of furnishing relevant contributions. SCI/MFCo will use all information and data supplied by you without having independently verified the same, except as through the initial contributor approval process, and what may be required by prevailing industry standards or practice. SCI/MFCo assumes no responsibility for the accuracy or completeness of such information or data, except to the extent that SCI/MFCo has engaged in intentional negligence or fraud with respect to the management of such information.
Survey contributors, and direct reference to contributors' specific data/information submissions will be kept fully confidential by SCI/MFCo at all times, including the time beyond the cessation of Survey-related products and services. Concurrently, both SCI/MFCo and you may disclose confidential and proprietary information (“Confidential Information”) to the other party from time to time related to the submission and content within the Survey. The party receiving the Confidential Information (“the receiving party”) will not divulge or communicate it to any third parties except as explicitly granted by the disclosing party.
This restriction does not apply to information which (i) the receiving party must by law or legal process disclose, (ii) is either already in the public domain or enters the public domain through no fault of the receiving party, (iii) which is available to the receiving party from a third party who, to the receiving party’s knowledge, is not under any non- disclosure obligation to the disclosing party, or (iv) is independently developed by the receiving party without reference to any Confidential Information of the disclosing party.
Notwithstanding the “Confidentiality” clause, SCI/MFCo may include our Survey contributors’ names, contact details and information in our internal client management and conflict checking systems and databases.
SCI/MFCo will use Survey information and data provided by contributors to create Index analytical products and outputs, provided that no particular Survey contributor or firm shall be identifiable (except as might be mutually agreed upon in the future, in writing, by both SCI/MFCo and you). In participating in the survey, you acknowledge that you understand and agree with how SCI/MFCo will utilize the information you contribute.
SCI/MFCo and you (and each of any respective Affiliates) is entitled to assume that the other party (and each of its Affiliates) has complied and will continue to comply with their obligations arising from data protection and privacy laws in force from time to time to the extent applicable to this Agreement and the products or services. To the extent that we use or process any personal data supplied by or on behalf of you, we confirm that we shall do so solely on your instructions and for your purposes or as reasonably necessary for the purpose of providing the products or services or coverage for which the personal data was supplied.
We also confirm that we have taken appropriate technical and organizational measures to prevent the unauthorized or unlawful processing of personal data and the accidental loss or destruction of, or damage to, personal data in accordance with applicable law.
Ownership of SCI/MFCo Intellectual Property
You acknowledge that SCI/MFCo is the exclusive and sole owner of all intellectual property rights developed and possessed by SCI/MFCo prior to the Index/Survey creation, or subsequently developed by SCI/MFCo in connection with the Index, Survey, related reports, and any of SCI/MFCo’s products, services or materials (collectively, “SCI/MFCo Works”), including but not limited to all related trademarks and copyrights in any of the SCI/MFCo Work (including SRTx™), and any textual and graphical materials and/or technical information and other content appearing in any of them and their modifications and enhancements. No part of the SCI/MFCo Works may be copied, reproduced, republished, modified, uploaded, posted, framed, transmitted, sold, or distributed in any way, nor may any part be decompiled, reverse engineered, or disassembled. Except as provided in this Agreement or with our prior written consent, nothing shall be deemed to grant any license or confer any other entitlement of right to use any trademark, copyright, or any other intellectual property right of SCI/MFCo or any third party. The "SCI/MFCo" name and the names of our products or services referred to in any of the SCI/MFCo Works are owned by us and are our intellectual property rights. Unless otherwise stated, all other products, services and company names belong to their respective owners. Notwithstanding the foregoing, SCI/MFCo shall not acquire any ownership in any trademarked, copyrighted, or proprietary material, information or data provided by you to us. To the extent we provide any of the SCI/MFCo Works to you under this Agreement, we hereby grant you a non-exclusive, non-transferable, revocable, non-sub- licensable license to use such SCI/MFCo Works solely for your internal use for participation in the Survey in accordance with the terms of this Agreement.
Limitation of Liability
In agreeing to participate in the Survey, SCI/MFCo and you agree that that parties covered under this Agreement, in relation to the Index and the Survey, will not be liable to each other for any other claim or claims, except to the extent explicitly provided in this Agreement. In addition, you and SCI/MFCo agree that neither one of us will be liable to the other in connection with any of the SCI/MFCo Works or any matter relating to any of the SCI/MFCo Works for any indirect, special, punitive, consequential, or incidental damages, including loss of profits.
This Agreement will be governed as follows:
If you are located in the United States of America (“US”), the parties agree that this Agreement will be governed in accordance with the laws of State of New York in the United States, and the parties hereby submit themselves to the exclusive jurisdiction of the courts of the State of New York.
If you are located in Europe (“EU”) or the United Kingdom (“UK”) then the parties agree that this Agreement will be governed in accordance with the prevailing regional laws most applicable for civil and commercial contracts and agreements.
If any provision of this Agreement (or any portion thereof) is determined to be invalid or unenforceable, the remaining provisions of this Agreement shall not be affected by such determination and shall remain binding upon the parties.
If User has any questions or concerns about these Terms and Conditions, please contact:
Mark Fontanilla John Owen Waller
Mark Fontanilla & Co., LLC SCI
255 W MLK Blvd 10 Bolt Court
Suite 2402 London
Charlotte, NC 28202 EC4A 3DA
C: (201) 213-7168 +44 (0) 7971071944
O: (704) 405-0575