Barclays Capital (formerly Lehman Brothers)
Updated August 27, 2013
- Restrictions on Use of Barclays Embargoed Research (the “Research”).
Recipient agrees that it shall not, directly or indirectly, (a) modify, copy, translate, decompile, recompile, disassemble, reverse engineer and/or create any derivative work based on the Research; (b) plagiarize, rewrite or reprocess the Research; (c) redistribute the Research or any portions thereof to anyone without prior written consent from Barclays Bank PLC and its affiliates (“Barclays”); (d) grant any rights in or provide access to and/or otherwise distribute the Research in a manner that could infringe the intellectual property rights of Barclays; (e) construct or facilitate the construction of products which compete with the Research; or (f) violate any applicable laws or regulations relating to use of the Research during the term of this Agreement. Notwithstanding anything to the contrary in the foregoing, Recipient may use, on an ad-hoc basis, insubstantial portions of the Research in reports and presentations to its clients, prospective clients, and its professional advisors, provided that Barclays is cited as the source of the Research.
Recipient acknowledges and agrees that (a) full title and all proprietary and intellectual property rights of any nature in the Research (including without limitation patents, copyrights and trademarks) and any and all copies, modifications, enhancements and derivative works thereof are owned by Barclays and shall remain the sole property of Barclays; (b) Recipient shall have no right or interest in such Research, except the right to use such Research in accordance with the terms and conditions of this Agreement; (c) the Research as compiled, prepared, selected and arranged by Barclays constitutes an expenditure of substantial time, effort and money by Barclays and constitutes valuable commercial property and/or trade secrets of Barclays; (d) Recipient will not remove any copyright notice disclosure, disclaimer or other notification or trade name or marks of Barclays that may appear in the Research and that any authorized reproduction and/or redistribution of the Research shall contain such notices and/or marks as they appear in the Research. Recipient may not use the Barclays name or trademarks without the prior written consent of Barclays.
- DISCLAIMER OF REPRESENTATIONS AND WARRANTIES
RECIPIENT ACKNOWLEDGES AND AGREES THAT: (A) THE RESEARCH IS PROVIDED “AS IS” WITH ALL FAULTS AND RECIPIENT’S USE OF THE RESEARCH IS AT RECIPIENT’S OWN RISK; (B) ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND WITH REGARD TO THE RESEARCH ARE HEREBY DISCLAIMED, INCLUDING WITHOUT LIMITATION ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, AND/OR WARRANTIES AS TO ANY RESULTS TO BE OBTAINED BY AND/OR FROM THE USE OF THE RESEARCH; (C) BARCLAYS DOES NOT WARRANT THAT THE RESEARCH WILL BE UNINTERRUPTED, UNDELAYED, COMPLETE, ACCURATE OR ERROR FREE, NOR DOES IT MAKE ANY WARRANTIES AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE RESEARCH; (D) OTHER THAN DISCLOSURES RELATING TO BARCLAYS, THE INFORMATION CONTAINED IN THE RESEARCH HAS BEEN OBTAINED FROM SOURCES THAT BARCLAYS BELIEVES TO BE RELIABLE, BUT BARCLAYS DOES NOT REPRESENT OR WARRANT THAT IT IS ACCURATE OR COMPLETE; AND (E) BARCLAYS IS NOT RESPONSIBLE FOR, AND MAKES NO WARRANTIES WHATSOEVER AS TO, THE CONTENT OF ANY THIRD-PARTY WEB SITE ACCESSED VIA ANY HYPERLINK IN THE RESEARCH AND SUCH INFORMATION IS NOT INCORPORATED BY REFERENCE.
- Limitation of Liability
Without limiting any of the foregoing and to the extent permitted by law, in no event shall Barclays, nor any affiliate, nor any of their respective officers, directors, partners, or employees have any liability for (a) any special, punitive, direct, indirect, or consequential damages; or (b) any lost profits, lost revenue, loss of anticipated savings or loss of opportunity or other financial loss, even if notified of the possibility of such damages, arising from any use of the Research or its contents. Recipient shall indemnify and hold harmless Barclays and any related third parties for any claims, costs, damages or losses arising out of or related to Recipient’s use of any of the Research.
- No Investment Adviser or Fiduciary Relationship
Recipient acknowledges and agrees that Barclays is not acting as an Investment Adviser (as defined in the Investment Advisers Act of 1940), discretionary manager, or fiduciary to the Recipient or any of its clients and none of the Research shall be used by the Recipient in connection with any investment decision by the Recipient or its clients.
- For Informational Purposes Only
The Research is provided for informational purposes only. Under no circumstances should the Research be considered as an offer to sell or a solicitation of any offer to buy the securities or other financial instruments mentioned therein. Opinions expressed in the Research are subject to change without notice. The securities and financial instruments mentioned in the Research may not be eligible for sale in some states or countries and also may not be suitable for all types of investors; their value and the income they produce may fluctuate and/or be adversely affected by exchange rates.