Common use of Markit Data Clause in Contracts

Markit Data. (a) JPMorgan Chase Bank, N.A. (“JPMCB”) in any capacity, whether in an individual capacity or as Administrative Agent or Lender or otherwise, shall receive data from Markit with respect to the Credit Default Swap Spread and agrees in such capacity to provide to those Persons identified by each Lender for such purpose (each a “Designated User”) (and if JPMCB is not the Administrative Agent, the Administrative Agent) such data, including any accompanying written notice or supporting information from Markit (together, the “Markit Data”), via email, log-in or other means of communication at the discretion of JPMCB. JPMCB shall have all of the rights benefits and protections of the Administrative Agent provided for in Article 9 when acting in such capacity with respect to the provision of any Markit Data. For the avoidance of doubt, any Designated User shall only access and use the Markit Data for the purposes as specified in this Agreement on behalf of the respective Lender or, if applicable, the Administrative Agent and shall be required by such Lender, and if applicable, the Administrative Agent, to comply with the terms of this Section. Each Lender, and if applicable, the Administrative Agent, hereby agrees, without limiting Markit’s or JPMCB’s other rights and remedies, that it is responsible for and liable for any breach of the provisions of this Section by its respective Designated Users. (b) Each Lender acknowledges that all copyright, database rights, trademarks, patents, rights of privacy or publicity and other proprietary or intellectual property rights (including all models, software, data and any materials) comprised in all or any of the Markit Data, or their provision, and all enhancements, modifications or additional services thereto, are and will be the exclusive property of Markit. Except as provided for under this Agreement, each Lender agrees that it will not use the same (including copying, reverse engineering or, except as otherwise required by law or regulation, disclosing it to any Person, for any purpose whatsoever) and will not remove or deface any trademarks associated with the Markit Data. Each Lender acknowledges that the Markit Data was developed, compiled, prepared, revised, selected and arranged by Markit and others (including certain information sources (each a “Data Provider”)) through the application of substantial time, effort and money, and constitute valuable intellectual property and trade secrets of Markit. Each Lender shall make reasonable efforts to comply, at Markit’s expense, with all reasonable written requests made by JPMCB (upon Markit’s written requests to JPMCB) to protect any contractual, statutory and common law rights in the Markit Data. (c) Each Lender acknowledges that none of Markit, JPMCB, their respective affiliates or any Data Provider makes any warranty, express or implied as to the accuracy or completeness of the Markit Data or as to the results to be attained by any Lender or others from the use of the Markit Data. Each Lender hereby acknowledges that there are no express or implied warranties of title, merchantability or fitness for a particular purpose or use, and that it has not relied upon any warranty, guaranty or representation made by Markit, JPMCB, their respective affiliates or any Data Provider. (d) Neither Markit and its affiliates (except in the event of fraud, gross negligence or willful misconduct on part of Markit or its affiliates) nor any Data Provider nor JPMCB and its affiliates shall in any way be liable to any Lender or any client of any Lender for any inaccuracies, errors or omissions, regardless of cause, in the Markit Data provided hereunder or for any damages (whether direct or indirect) resulting therefrom. Without limiting the foregoing, Markit and JPMCB shall have no liability whatsoever to any Lender or client of a Lender, whether in contract (including under an indemnity), in tort (including negligence), under a warranty, under statute or otherwise, in respect of any loss or damage suffere by such Lender or client as a result of or in connection with any opinions, recommendations, forecasts, judgments, or any other conclusions, or any course of action determined by such Lender or any client of such Lender based on the Markit Data. To the extent permitted by law, neither Markit nor JPMCB nor their respective affiliates shall be liable for any loss of profits or revenue or any indirect or consequential losses or damages whatsoever incurred, whether or not it has been advised in advance of the possibility of any such loss. (e) Each Lender acknowledges that it or its employees may, in the course of performing such Lender’s responsibilities under this Agreement, be exposed to or acquire information which is proprietary or confidential to Markit or to third parties to whom Markit owes a duty of confidentiality. Markit’s and such third parties’ confidential information means the Markit Data and any related materials provided by Markit through JPMCB to each Lender and the Administrative Agent under this Agreement. Each Lender agrees to hold Markit’s and such third parties’ confidential information in confidence to the same extent and in the same manner as such Lender is required to the hold the Borrower’s information confidential pursuant to Section 10.15 hereof and agrees that it will follow procedures which are intended to put any transferee of such confidential information on notice that such confidential information may not be used for any other purposes except as contemplated herein. It is understood and agreed that in the event of a breach of confidentiality, damages may not be an adequate remedy and that JPMCB shall be entitled to injunctive relief to restrain such breach, threatened or actual. Notwithstanding anything herein to the contrary, the Lenders and the Administrative Agent are entitled to disclose and use the Markit Data in the normal course of their business as it relates to the Agreement, including but not limited to disclosing such information to ratings agencies, league table providers and prospective assignees and participants. (f) The Borrower acknowledges that each of JPMCB and the other Lenders from time to time may conduct business with and may be a shareholder of Markit and that each of JPMCB or the other Lenders may have from time to time the right to appoint one or more directors to the Board of Directors of Markit.

Markit Data. (a) JPMorgan Chase Bank, N.A. (“JPMCB”) N.A., in any capacity, whether in an individual capacity or as Administrative Agent or Lender or otherwise, shall receive data from Markit with respect to the Credit Default Swap Spread and agrees in such capacity to provide to those Persons Designated Users identified by each Lender for such purpose (each a “Designated User”) (and and, if JPMCB JPMorgan Chase Bank, N.A. is not the Administrative Agent, the Administrative Agent) such data, including any accompanying written notice or supporting information from Markit (together, the “Markit Data”), via email, log-in or other means of communication at the discretion of JPMCB. JPMCB JPMorgan Chase Bank, N.A. JPMorgan Chase Bank, N.A. shall have all of the rights rights, benefits and protections of the Administrative Agent provided for in Article 9 VIII hereof when acting in such capacity with respect to the provision of any Markit Data. For the avoidance of doubt, any Designated User shall only access and use the Markit Data for the purposes as specified in this Agreement on behalf of the respective Lender or, if applicable, the Administrative Agent and shall be required by such Lender, and if applicable, the Administrative Agent, to comply with the terms of this SectionSection 2.26. Each Lender, and if applicable, the Administrative Agent, hereby agrees, without limiting Markit’s or JPMCBJPMorgan Chase Bank, N.A.’s other rights and remedies, that it is responsible for and liable for any breach of any of the provisions of this Section 2.26 by its respective Designated Users. (b) Each Lender acknowledges that all copyright, database rights, trademarkstrade marks, patents, rights of privacy or publicity and other proprietary or intellectual property rights (including all models, software, data and any materials) comprised in all or any of the Markit Data, or their provision, and all enhancements, modifications or additional services thereto, are and will be the exclusive property of Markit. Except as provided for under this Agreement, each Lender agrees that it will not use the same (including copying, reverse engineering or, except as otherwise required by law or regulation, disclosing it to any Personperson, for any purpose whatsoever) and will not remove or deface any trademarks associated with the Markit Data. Each Lender acknowledges that the Markit Data was developed, compiled, prepared, revised, selected and arranged by Markit and others (including certain information sources (each a “Data Provider”)) through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort and money, and constitute valuable intellectual property and trade secrets of Markit. Each Lender shall make reasonable efforts to comply, at Markit’s expense, with all reasonable written requests made by JPMCB JPMorgan Chase Bank, N.A. (upon Markit’s written requests to JPMCBJPMorgan Chase Bank, N.A.) to protect any contractual, statutory and common law rights in the Markit Data. (c) Each Lender acknowledges that none of Markit, JPMCBJPMorgan Chase Bank, N.A., their respective affiliates Affiliates or any Data Provider makes any warranty, express or implied implied, as to the accuracy or completeness of the Markit Data or as to the results to be attained by any Lender or others from the use of the Markit Data. Each Lender hereby acknowledges that there are no express or implied warranties of title, merchantability or fitness for a particular purpose or use, and that it has not relied upon any warranty, guaranty or representation made by Markit, JPMCBJPMorgan Chase Bank, N.A., their respective affiliates Affiliates or any Data Provider. (d) Neither Markit and its affiliates Affiliates (except in the event of fraud, gross negligence or willful misconduct on the part of Markit or its affiliatesAffiliates) nor any Data Provider nor JPMCB JPMorgan Chase Bank, N.A. and its affiliates Affiliates shall in any way be liable to any Lender or any client of any Lender for any inaccuracies, errors or omissions, regardless of cause, in the Markit Data provided hereunder or for any damages (whether direct or indirect) resulting therefrom. Without limiting the foregoing, Markit and JPMCB JPMorgan Chase Bank, N.A. shall have no liability whatsoever to any Lender or client of a Lender, whether in contract (including under an indemnity), in tort (including negligence), under a warranty, under statute or otherwise, in respect of any loss or damage suffere suffered by such Lender or client as a result of or in connection with any opinions, recommendations, forecasts, judgments, or any other conclusions, or any course of action determined determined, by such Lender or any client of such Lender Lender, based on the Markit Data. To the extent permitted by law, neither Markit nor JPMCB JPMorgan Chase Bank, N.A. nor their respective affiliates Affiliates shall be liable for any loss of profits or revenue or any indirect or consequential losses or damages whatsoever incurred, whether or not it has been advised in advance of the possibility of any such loss. (e) Each Lender acknowledges that it or its employees may, in the course of performing such Lender’s responsibilities under this Agreement, be exposed to or acquire information which is proprietary or confidential to Markit or to third parties to whom Markit owes a duty of confidentiality. Markit’s and such third parties’ confidential information means the Markit Data and any related materials provided by Markit through JPMCB JPMorgan Chase Bank, N.A. to each Lender and the Administrative Agent under this Agreement. Each Lender agrees to hold Markit’s and such third parties’ confidential information in confidence to the same extent and in the same manner as such Lender is required to the hold the Borrower’s information confidential pursuant to Section 10.15 9.12 hereof and agrees that it will follow procedures which are intended to put any transferee of such confidential information on notice that such confidential information may not be used for any other purposes except as contemplated herein. It is understood and agreed that in the event of a breach of confidentiality, damages may not be an adequate remedy and that JPMCB JPMorgan Chase Bank, N.A. shall be entitled to injunctive relief to restrain any such breach, threatened or actual. Notwithstanding anything herein to the contrary, the Lenders and the Administrative Agent are entitled to disclose and use the Markit Data in the normal course of their business as it relates to the this Agreement, including but not limited to disclosing such information to ratings agencies, league table providers and prospective assignees and participants. (f) The Borrower acknowledges that each of JPMCB JPMorgan Chase Bank, N.A. and the other Lenders from time to time may conduct business with and may be a shareholder of Markit and that each of JPMCB JPMorgan Chase Bank, N.A. or the other Lenders may have from the time to time the right to appoint one or more directors to the Board of Directors of Markit.

Markit Data. (a) JPMorgan Chase BankJPMorgan, N.A. (“JPMCB”) in any capacity, whether in an individual capacity or as Administrative Agent or Lender or otherwise, shall receive data from Markit with respect to the Credit Default Swap Spread CDS Rate and agrees in such capacity to provide to those Persons Designated Users identified by each Lender for such purpose (each a “Designated User”) (and and, if JPMCB JPMorgan is not the Administrative Agent, the Administrative Agent) such data, including any accompanying written notice or supporting information from Markit (together, the “Markit Data”), via email, log-in or other means of communication at the discretion of JPMCBJPMorgan. JPMCB JPMorgan shall have all of the rights rights, benefits and protections of the Administrative Agent provided for in Article 9 X when acting in such capacity with respect to the provision of any Markit Data. For the avoidance of doubt, any Designated User shall only access and use the Markit Data for the purposes as specified in this Credit Agreement on behalf of the respective Lender or, if applicable, the Administrative Agent and as shall be required by such Lender, and if applicable, the Administrative Agent, to comply with the terms of this SectionSection 11.20. Each Lender, and if applicable, the Administrative Agent, hereby agrees, without limiting Markit’s or JPMCBJPMorgan’s other rights and remedies, that it is responsible for and liable for any breach of any of the provisions of this Section 11.20 by its respective Designated Users. (b) Each Lender acknowledges that all copyright, database rights, trademarkstrade marks, patents, rights of privacy or publicity and other proprietary or intellectual property rights (including all models, software, data and any materials) comprised in all or any of the Markit Data, or their provision, and all enhancements, modifications or additional services thereto, are and will be the exclusive property of Markit. Except as provided for under this Credit Agreement, each Lender agrees that it will not use the same (including copying, reverse engineering or, except as otherwise required by law or regulation, disclosing it to any Person, for any purpose whatsoever) and will not remove or deface any trademarks associated with the Markit Data. Each Lender acknowledges that the Markit Data was developed, compiled, prepared, revised, selected and arranged by Markit and others (including certain information sources (each a “Data Provider”)) through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort and money, and constitute valuable intellectual property and trade secrets of Markit. Each Lender shall make reasonable efforts to comply, at Markit’s expense, with all reasonable written requests made by JPMCB JPMorgan (upon Markit’s written requests to JPMCBJPMorgan) to protect any contractual, statutory and common law rights in the Markit Data. (c) Each Lender acknowledges that none of Markit, JPMCBJPMorgan, their respective affiliates Affiliates or any Data Provider makes any warranty, express or implied implied, as to the accuracy or completeness of the Markit Data or as to the results to be attained by any Lender or others from the use of the Markit Data. Each Lender hereby acknowledges that there are no express or implied warranties of title, merchantability or fitness for a particular purpose or use, and that it has not relied upon any warranty, guaranty or representation made by Markit, JPMCBJPMorgan, their respective affiliates Affiliates or any Data Provider. (d) Neither Markit and its affiliates (except in the event of fraud, gross negligence or willful misconduct on part of Markit or its affiliates) Affiliates nor any Data Provider nor JPMCB JPMorgan and its affiliates Affiliates shall in any way be liable to any Lender or any client of any Lender for any inaccuracies, errors or omissions, regardless of cause, in the Markit Data provided hereunder or for any damages (whether direct or indirect) resulting therefromtherefrom except, in each case, in the event of its own fraud, gross negligence or willful misconduct. Without limiting the foregoing, Markit and JPMCB JPMorgan shall have no liability whatsoever to any Lender or client of a Lender, whether in contract (including under an indemnity), in tort (including negligence), under a warranty, under statute or otherwise, in respect of any loss or damage suffere suffered by such Lender or client as a result of or in connection with any opinions, recommendations, forecasts, judgments, or any other conclusions, or any course of action determined determined, by such Lender or any client of such Lender Lender, based on the Markit Data. To the extent permitted by law, neither Markit nor JPMCB JPMorgan nor their respective affiliates Affiliates shall be liable for any loss of profits or revenue or any indirect or consequential losses or damages whatsoever incurred, whether or not it has been advised in advance of the possibility of any such loss. Notwithstanding anything in this Section 11.20 to the contrary, any waiver of liability on the part of JPMorgan and its Affiliates in this Section 11.20 shall be limited to the extent and scope of any waiver of liability with respect to the Administrative Agent as set forth in Article X hereunder. (e) Each Lender acknowledges that it or its employees may, in the course of performing such Lender’s responsibilities under this Credit Agreement, be exposed to or acquire information which is proprietary or confidential to Markit or to third parties to whom Markit owes a duty of confidentiality. Markit’s and such third parties’ confidential information means the Markit Data and any related materials provided by Markit through JPMCB JPMorgan to each Lender and the Administrative Agent under this Credit Agreement. Each Lender agrees to hold Markit’s and such third parties’ confidential information in confidence to the same extent and in the same manner as such Lender is required to the hold the Borrower’s information confidential pursuant to Section 10.15 hereof 11.15 and agrees that it will follow procedures which are intended to put any transferee of such confidential information on notice that such confidential information may not be used for any other purposes except as contemplated herein. It is understood and agreed that in the event of a breach of confidentiality, damages may not be an adequate remedy and that JPMCB JPMorgan shall be entitled to injunctive relief to restrain any such breach, threatened or actual. Notwithstanding anything herein to the contrary, the Lenders and the Administrative Agent are entitled to disclose and use the Markit Data in the normal course of their business as it relates to the this Credit Agreement, including but not limited to disclosing such information to ratings agencies, regulatory agencies, league table providers and providers, prospective assignees and participants. (f) The Borrower acknowledges that each of JPMCB JPMorgan and the other Lenders from time to time may conduct business with and may be a shareholder of Markit and that each of JPMCB or the other Lenders may have from time to time the right to appoint one or more directors to the Board of Directors of Markit.each

Markit Data. (a) JPMorgan Chase Bank, N.A. (“JPMCB”) in any capacityJPMorgan, whether in an its individual capacity or as Administrative Agent or Lender or otherwise, shall may receive data from Markit Group Limited (“Markit”) with respect to the Credit Default Swap Spread and agrees in such capacity to provide provide, upon request, to those Persons Designated Users identified by each Lender for such purpose (each a “Designated User”) (and and, if JPMCB JPMorgan is not the Administrative Agent, the Administrative Agent) such data, including any accompanying written notice or supporting information from Markit (together, the “Markit Data”), via email, log-in or other means of communication at the discretion of JPMCBJPMorgan. JPMCB JPMorgan shall have all of the rights rights, benefits and protections of the Administrative Agent provided for in Article 9 7 when acting in any such capacity with respect to the provision of any Markit Data. For the avoidance of doubt, any Designated User shall only access and use the Markit Data for the purposes as specified in this Agreement on behalf of the respective Lender or, if applicable, the Administrative Agent and shall be required by such Lender, and if applicable, the Administrative Agent, to comply with the terms of this SectionSection 9.15. Each Lender, and if applicable, the Administrative Agent, hereby agrees, without limiting Markit’s or JPMCBJPMorgan’s other rights and remedies, that it is responsible for and liable for any breach of any of the provisions of this Section 9.15 by its respective Designated Users. (b) Each Lender acknowledges that all copyright, database rights, trademarkstrade marks, patents, rights of privacy or publicity and other proprietary or intellectual property rights (including all models, software, data and any materials) comprised in all or any of the Markit Data, or their provision, and all enhancements, modifications or additional services thereto, are and will be the exclusive property of Markit. Except as provided for under this Agreement, each Lender agrees that it will not use the same (including copying, reverse engineering or, except as otherwise required by law or regulation, disclosing it to any Person, for any purpose whatsoever) and will not remove or deface any trademarks associated with the Markit Data. Each Lender acknowledges that the Markit Data was developed, compiled, prepared, revised, selected and arranged by Markit and others (including certain information sources (each a “Data Provider”)) through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort and money, and constitute valuable intellectual property and trade secrets of Markit. Each Lender shall make reasonable efforts to comply, at Markit’s expense, with all reasonable written requests made by JPMCB JPMorgan (upon Markit’s written requests to JPMCBJPMorgan) to protect any contractual, statutory and common law rights in the Markit Data. (c) Each Lender acknowledges that none of Markit, JPMCBJPMorgan, their respective affiliates or any Data Provider makes any warranty, express or implied implied, as to the accuracy or completeness of the Markit Data or as to the results to be attained by any Lender or others from the use of the Markit Data. Each Lender hereby acknowledges that there are no express or implied warranties of title, merchantability or fitness for a particular purpose or use, and that it has not relied upon any warranty, guaranty or representation made by Markit, JPMCBJPMorgan, their respective affiliates or any Data Provider. (d) Neither Markit and its affiliates, any Data Provider or JPMorgan and its affiliates (except in the event of fraud, gross negligence or willful misconduct on part of Markit or its affiliates) nor any , such Data Provider nor JPMCB or JPMorgan and its affiliates affiliates) shall in any way be liable to any Lender or any client of any Lender for any inaccuracies, errors or omissions, regardless of cause, in the Markit Data provided hereunder or for any damages (whether direct or indirect) resulting therefrom. Without limiting the foregoing, Markit and JPMCB JPMorgan shall have no liability whatsoever to any Lender or client of a Lender, whether in contract (including under an indemnity), in tort (including negligence), under a warranty, under statute or otherwise, in respect of any loss or damage suffere suffered by such Lender or client as a result of or in connection with any opinions, recommendations, forecasts, judgments, or any other conclusions, or any course of action determined determined, by such Lender or any client of such Lender Lender, based on the Markit Data. To the extent permitted by law, neither Markit nor JPMCB JPMorgan nor their respective affiliates shall be liable for any loss of profits or revenue or any indirect or consequential losses or damages whatsoever incurred, whether or not it has been advised in advance of the possibility of any such loss, arising from the use of Markit Data. (e) Each Lender acknowledges that it or its employees may, in the course of performing such Lender’s responsibilities under this Agreement, be exposed to or acquire information which is proprietary or confidential to Markit or to third parties to whom Markit owes a duty of confidentiality. Markit’s and such third parties’ confidential information means the Markit Data and any related materials provided by Markit through JPMCB JPMorgan to each Lender and the Administrative Agent under this Agreement. Each Lender agrees to hold Markit’s and such third parties’ confidential information in confidence to the same extent and in the same manner as such Lender is required to the hold the Borrower’s information confidential pursuant to Section 10.15 9.08 hereof and agrees that it will follow procedures which are intended to put any transferee of such confidential information on notice that such confidential information may not be used for any other purposes except as contemplated herein. It is understood and agreed that in the event of a breach of confidentiality, damages may not be an adequate remedy and that JPMCB JPMorgan shall be entitled to injunctive relief to restrain any such breach, threatened or actual. Notwithstanding anything herein to the contrary, the Lenders and the Administrative Agent are entitled to disclose and use the Markit Data in the normal course of their business as it relates to the Agreement, including but not limited to disclosing such information to ratings agencies, league table providers and prospective assignees and participants. (f) The Borrower acknowledges Borrowers acknowledge that each of JPMCB JPMorgan and the other Lenders from time to time may conduct business with and may be a shareholder of Markit and that each of JPMCB JPMorgan or the other Lenders may have from the time to time the right to appoint one or more directors to the Board board of Directors directors of Markit.