Operation of Vendor's Service. (a) Vendor shall assume sole responsibility for the design, development, acquisition, installation, testing, implementation, operation and maintenance of any and all software and equipment not directly supplied by Nasdaq. Vendor represents and warrants that the design, development, acquisition, installation, testing, implementation, operation and maintenance of its Service, and its system supporting the Service, will not interfere with or adversely affect the equipment, software or operation of the System, any of its component parts or processes, or any use thereof by other persons.
Operation of Vendor's Service. Vendor shall assume sole responsibility for the design, development, acquisition, installation, testing, implementation, operation, maintenance and upgrades of any and all software and equipment not directly supplied by NASD. Vendor represents and warrants that the design, development, acquisition, installation, testing, implementation, operation, maintenance and upgrades of Vendor’s Service will not interfere with or adversely affect the equipment, software or operation of the System, any of its component parts or processes, or the Information and Data, or any use thereof by NASD or other individuals or entities. Vendor agrees to indemnify, defend and hold NASD harmless should the operation of Vendor’s Service interfere with or adversely affect the equipment, software or operation of the System or any of its component parts or processes or the Information and Data, or the use thereof by NASD or any other individual or entity. Vendor shall be responsible for and shall bear all costs associated with the transmission, storage and distribution of the Information and Data after receipt from NASD, its agents, or from its Retransmission Vendor and the interface with the then existing System or Vendor’s Service. For Real-Time usage (Vendor displays or disseminates Information and Data promptly upon receipt by Vendor from NASD, its agents or its Retransmission Vendor with no unreasonable delay giving due consideration for exceptional traffic conditions), Vendor shall promptly and accurately transmit the Information and Data to its Clients for which it serves as a Retransmission Vendor. For Delayed-Time Data usage (“Delayed-Time” as used in Rule 7010(k)(3) shall mean that period of time starting four hours after the time of last dissemination by NASD of transaction data on a TRACE-eligible security, and ending at 11:59:59 p.m. Eastern Time that calendar day). Vendor shall prominently and accurately disclose the exact nature and extent of the delay on any media in or Device on which the delayed information is shown. Vendor is required to have individuals or entities execute agreements with NASD for Delayed-Time or Archival Data (“Archival Data” is transaction data on a TRACE-eligible security beginning at 12:00 a.m. Eastern Time on the day following the calendar day in which it was last disseminated by NASD) that is transmitted via a data feed or to professionals whether transmitted via a datafeed or otherwise.
