Shares MSCI INC. Class A Common Stock (Par Value $0.01 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionMSCI Inc., a Delaware corporation (the “Company”), and a subsidiary of Morgan Stanley, a Delaware corporation (the “Parent”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of shares (the “Firm Shares”) of the Company’s Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”).
CONFIDENTIAL MORGAN STANLEY CAPITAL INTERNATIONAL INDEX LICENSE AGREEMENT FOR FUNDSIndex License Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionAGREEMENT, dated as of March 18, 2000, by and between MORGAN STANLEY CAPITAL INTERNATIONAL INC. (“MSCI”), a Delaware corporation, having an office at 1585 Broadway, New York, NY 10036, and Barclays Global Investors, N.A. (“Licensee”), having an office at 45 Fremont Street, San Francisco, CA 94105.
TAX SHARING AGREEMENT between MORGAN STANLEY, on behalf of itself and the members of the MS Group, and MSCI Inc., on behalf of itself and the members of the MSCI GroupTax Sharing Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionThis Agreement is entered into as of the [ ] day of [ ], 2007 between Morgan Stanley (“MS”), a Delaware corporation, on behalf of itself and the members of the MS Group, as defined below, and MSCI Inc. (“MSCI”), a Delaware corporation, registered to do business in New York as NY MSCI Inc., on behalf of itself and the members of the MSCI Group, as defined below.
SHAREHOLDER AGREEMENT by and between MORGAN STANLEY and MSCI INC. Dated as of [ ], 2007Shareholder Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionTHIS SHAREHOLDER AGREEMENT (“Agreement”) is entered into as of [ ], 2007 by and between MSCI Inc., a Delaware corporation (“MSCI”), and Morgan Stanley, a Delaware corporation (“Morgan Stanley”).
AMENDMENTIndex License Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionAMENDMENT to the Index License Agreement for Funds, by and between Morgan Stanley Capital International Inc. (“MSCI”) and Barclays Global Investors, N.A. (“Licensee”), dated as of March 18, 2000 (the “US ETF Agreement”). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed in the US ETF Agreement.
Trademark License Agreement between Morgan Stanley Dean Witter & Co. and Morgan Stanley Capital International Inc.Trademark License Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionAgreement by and between MORGAN STANLEY DEAN WITTER & CO., a Delaware corporation (“MSDW”) with offices at 1585 Broadway, New York, New York 10036 and MORGAN STANLEY CAPITAL INTERNATIONAL INC., a Delaware corporation (“MSCI”) with offices at 1221 Avenue of the Americas, New York, New York 10020. This agreement is written confirmation of the preexisting agreement between the parties.
AMENDMENTIndex License Agreement for Funds • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionAMENDMENT to the Index License Agreement for Funds (the “Agreement”), dated as of March 18, 2000, by and between Morgan Stanley Capital International Inc. (“MSCI”) and Barclays Global Investors, N.A. (“Licensee”), as previously amended.
AMENDMENTIndex License Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionAMENDMENT to the Index License Agreement for Funds (the “Agreement”), dated as of March 18, 2000, by and between Morgan Stanley Capital International Inc. (“MSCI”) and Barclays Global Investors, N.A (“Licensee”), as amended.
SERVICES AGREEMENT by and between MORGAN STANLEY and MSCI INC. Dated as of [ ], 2007Services Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionThis Services Agreement (this “Agreement”) is entered into as of [ ], 2007 by and between Morgan Stanley, a Delaware corporation (“Morgan Stanley”), and MSCI Inc., a Delaware corporation (“MSCI”).
ADL_00074 June 21, 2001Index License Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing
Contract Type FiledSeptember 26th, 2007 Company IndustryThis letter agreement (“Letter Agreement”) will amend the Index License Agreement For Funds, between Morgan Stanley Capital International Inc. (“MSCI”) and Barlcays Global Investors, N.A. (“Licensee”), dated March, 18, 2000 (the “License Agreement” or “Agreement”), as follows:
AMENDMENTIndex License Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionAMENDMENT to the Index License Agreement for Funds (the “Agreement”), dated as of March 18, 2000 and as subsequently amended, by and between Morgan Stanley Capital International Inc. (“MSCI”) and Barclays Global Investors, N.A (“Licensee”), as amended.
ADDENDUM TO THE INDEX LICENSE AGREEMENT FOR FUNDS BY AND BETWEEN MORGAN STANLEY CAPITAL INTERNATIONAL INC. AND BARCLAYS GLOBAL INVESTORS, N.A.Index License Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing
Contract Type FiledSeptember 26th, 2007 Company IndustryThis Addendum, effective as of 9/18/02, 2002 (“Effective Date”), supplements and amends the Index License Agreement For Funds between Morgan Stanley Capital International Inc. (“MSCI”) and Barclays Global Investors, N.A. (“BGI”) dated March 18, 2000 (the “Agreement”). Capitalized terms not otherwise defined herein shall have the meaning set forth in the Agreement.
AMENDMENTIndex License Agreement • September 26th, 2007 • MSCI Inc. • Periodicals: publishing or publishing & printing • New York
Contract Type FiledSeptember 26th, 2007 Company Industry JurisdictionAMENDMENT to the Index License Agreement for Funds (the “Agreement”), dated as of March 18, 2000, by and between Morgan Stanley Capital International Inc. (“MSCI”) and Barclays Global Investors, N.A (“Licensee”); as amended.