Additional Terms of Use for Indices

Last Updated: October 11, 2024

These Additional Terms of Use for Indices govern your access or use of index data, other data and prices, and related information and materials ("Index Data") provided and/or licensed by Agora Intelligence Inc. (d.b.a. Tilt) (“Agora”), or otherwise available to you on our website or via our app. Access or use of the Index Data (including via the tilt.io website or app) is subject to these Additional Terms of Use.

As a user of information contained in the Index Data, you assume the entire risk of any use you directly or indirectly make of the Index Data. You understand and agree that the Index Data is provided "as is" and Agora does not represent or warrant the accuracy, completeness, non-infringement, originality, timeliness, merchantability or any other characteristic of the Index Data. Except where Agora has provided its prior written approval or agreed to specific terms and conditions in a license agreement, the Index Data is for your informational, non-commercial purposes only.

The Index Data is not an offer or recommendation to buy or sell or a solicitation of an offer to buy or sell any security, instrument or other asset or to participate in any particular trading strategy. Further, none of the Index Data is intended to constitute investment advice or a recommendation to make (or refrain from making) any kind of investment decision and may not be relied on as such. Historical data and analysis should not be taken as an indication or guarantee of any future performance, analysis, forecast or prediction. Reproduction, redistribution or any other form of copying or transmission of the Index Data without Agora's prior written consent is strictly prohibited. Without limiting the generality of the foregoing and without Agora’s prior written consent, the Index Data and other Agora intellectual property you access may not, without Agora's prior written permission (which may include in accordance with specific terms and conditions in a license agreement with Agora), be used as a basis for any financial instruments or products (including, without limitation, passively managed funds and index-linked derivative securities) or other products or services, or used to verify or correct data in any other compilation of data or index, or used to create any other data or index (custom or otherwise), or used to create any derivative works, or used for any other commercial purposes.

In no event shall Agora, any of its information providers or any third party involved in, or related to, compiling, computing or creating any of the Index Data (collectively, the "Agora Parties") have any liability to any person or entity for any damages, whether direct, indirect, special, incidental, punitive, consequential (including, without limitation, loss of use, lost profits or revenues or any other economic loss) arising in any manner out of your use or inability to use any of the Index Data, even if such party might have anticipated, or was advised or notified of, the possibility of such damages.

You agree to indemnify, defend and hold harmless the Agora Parties from and against any claims, losses, damages, liabilities, costs and expenses, including, without limitation, reasonable attorneys' and experts' fees and costs, as incurred, arising in any manner out of your use of, or inability to use, any Index Data.

You acknowledge and agree that (i) Index Data and all components thereof constitute copyrighted, trade secret and/or proprietary information of substantial value to Agora or the relevant Agora Parties (ii) that you receive no proprietary rights whatsoever in or to the Index Data, and (iii) that title and ownership rights in and to the Index Data and all the rights therein and legal protections with respect thereto remain exclusively with Agora or the relevant Agora Parties. You shall not, and shall not assist any third party to, assert any rights in the Index Data or any component thereof or challenge Agora's rights therein.

The terms and conditions contained herein are in addition to any applicable terms and conditions in the general Terms of Use at tilt.io/legal/terms-of-service, which are incorporated herein by reference. By accepting these Additional Terms of Use you are also expressly agreeing to the general Terms of Use. As used herein, “you” or “your” means any person, entity or organization, as applicable.

You acknowledge that (i) Index Data and all components thereof constitute copyrighted, trade secret and/or proprietary information of substantial value to Agora, (ii) that you receive no proprietary rights whatsoever in or to the Index Data, and (iii) that title and ownership rights in and to the Index Data and all the rights therein and legal protections with respect thereto remain exclusively with Agora. You shall not, and shall not assist any third party to, assert any rights in the Index Data or any component thereof or challenge Agora's rights therein.

Evaluations

The following additional provisions apply to the Index Data including any data that is not current, real time traded prices and any other aspects of the Index Data relating to indicative prices, evaluated pricing or other information based on estimates or evaluations (all of the foregoing, collectively, the “Evaluations”):

• Securities having Evaluations are typically complicated financial instruments and other assets having Evaluations are typically very difficult to value. There are many methodologies (including computer based analytical modeling and individual security and asset evaluations) available to generate Evaluations, and there is significant professional disagreement about which methodology (if any) is best or appropriate. No evaluation methodologies, guidelines or rulebooks, including those used by Agora and its third party data suppliers (collectively, the “Evaluation Parties”), may consistently generate evaluations or estimates that correspond to actual “traded” prices of any relevant securities or other assets. Evaluations are subject to change at any time without notice and without any duty to update or inform you.

Agora’s Indices are all based on our General Index Methodology and the specific Index Guidelines for each individual index, which you can find posted on our website. The General Index Methodology describes the general Index calculation methodology for the construction of all equity Indices by Agora. It is the objective of the General Index Methodology to define a general framework of applicability that can be referenced by Agora’s Index Guidelines. Therefore, the policies and procedures contained in the General Index Methodology apply to all securities in all Agora individual Indices, unless otherwise stated in a specific Index Guidelines. Index Guidelines for creating and maintaining a rules-based thematic index regarding on the theme specified herein, including the processes for constituent selection, weighting, and rebalancing. The Index aims to provide a transparent benchmark that reflects the performance of its constituents. In the event of a conflict between these Index Guidelines and the General Index Methodology, the Index Guidelines for a specific Index shall govern. You agree and acknowledge that you have read the General Index Methodology and the specific Index Guidelines for any index that you are accessing.

• Evaluations may not reflect prices at which actual transactions may occur or have occurred or collateral calls may be made. The market price of securities, financial instruments and other assets can be determined only if and when executed in the market. There may be no, or may not have been any, secondary trading market for the relevant securities, financial instruments or other assets. Evaluations may incorporate information from the markets to which a source has access and, consequently, may not represent an estimate of the market price of the relevant security, financial instrument or other asset in other markets.
• The methodologies used by the Evaluation Parties to provide the Evaluations may rely on approximations, estimates, models and other data and assumptions. Further, there may be errors or defects in the software, databases, calculations, methodologies, models, assumptions and other techniques and processes used by the Evaluation Parties. Accordingly, you acknowledge that Evaluations may contain or based on inaccuracies and may be inappropriate for use in certain contexts or applications.
• Regardless of any efforts made by the Evaluation Parties, you assume all responsibility for the appropriateness of your use of the Evaluations and any other data contained in the Index Data. Evaluations are provided at your request for informational purposes only and are not intended as a pricing service or recommendation or as an offer or solicitation for the purchase or sale of any security or other asset. You should consult with your own auditors and other experts and advisors before deciding the uses to which the Evaluations may be put. The Evaluation Parties are not acting as your advisor, agent or fiduciary in providing any Evaluations.

All terms used in these Additional Terms of Use, but not defined, have the definitions set forth in our Terms of Service. The terms and conditions contained in these Additional Terms of Use are in addition to the applicable Terms of Service to the entire Agora website at tilt.io, which are incorporated herein by reference. By accepting these Additional Terms of Use you are also expressly agreeing to the Terms of Service.