Important Legal Information

Additional Terms of Use  

You are accessing a portion of Nomura’s web site that is provided on a limited, by invitation-only basis in order to permit access to certain information provided in connection with swaps transactions that you may enter, including without limitation, information provided under license from third party providers (e.g., ISDA and MarkitServ documentation and data) (the “Site”).  Your use and access to the Site is subject to these “Terms of Use”.

These Terms of Use are to notify you of the terms related to your access and/or use of the the Site.  This Site is subject to the ISDA disclosures posted on the Site, and is not intended for parties that are deemed to be a “swap dealer,” a “security-based swap dealer,” a “major swap participant,” or a “major security-based swap participant” as each such term is defined in the Wall Street Transparency and Accountability Act of 2010 and the regulations thereunder. 

1.             Use of the Site.

1.1          Nomura is providing access to the Site to provide you with certain information required pursuant to 17 C.F.R. Section 23.431.  The Site contains content and documentation owned by the International Securities Dealers Association (ISDA) (the “ISDA Content”) and licensed to Nomura for use on the Site.  During use of the Site, you will comply with applicable law, rule or regulation. 

1.2          The Site (other than the ISDA content) is the intellectual property of Nomura or Nomura’s licensors or service providers, and may be protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws.  Specific disclsoures and terms of use applicable to the ISDA Content is posted on the Site.  Except as expressly permitted by applicable law or as authorized by Nomura (or by ISDA in respect of the ISDA Content), you may not modify, rent, lease, loan, sell, distribute, transmit, broadcast, publicly perform or create derivative works based on any content or materials on the Site, including the ISDA Content. 

1.3          The Site, including the ISDA Content, is provided on an “as is” and “as available” basis, and may be restricted, interrupted, withdrawn, varied, terminated, discontinued, suspended or updated by us at any time without prior notice or liability.  If the Site is down, we will provide you the information required pursuant to 17 C.F.R. Section 23.431 by alternate means.  You should promptly notify us if you discover any interruption or unavailability of the Site.

1.4          You will note use automated or robotic means to access or scrape information available through the Site, or to interfere with or disrupt the Site or servers or networks connected to the Site, including using any device, software or routine to bypass our robot exclusion techniques or access control procedures.

2.             No advice.  The information and material made available through the Site do not constitute accounting, financial, investment, legal, tax or other professional advice, and should not be relied upon as such. You should refrain from entering into any transaction unless you fully understand all the risks involved and you have independently determined that the transaction is suitable for you.  If you are in doubt as to any aspect of the information or material made available through the Site, you should consult with your professional advisers. Nomura and its directors, officers and employees do not act as adviser nor assume any fiduciary responsibility or liability for any consequences (financial or otherwise) arising from the execution of any transactions referenced as part of the Site. Nothing contained on this Site shall in any way constitute an offer by Nomura or its subsidiaries or affiliates to provide any service or product, including, without limitation, banking, securities, commodities or insurance products, or an offer or solicitation of an offer to buy or sell any securities or other investment product. Products described on this Site are not available to all persons in all geographic locations.  Nomura will not provide any products described herein to any person if the provision of such products would be in violation of the law of such person's home country jurisdiction or any other related jurisdiction.  The reader of this message is responsible for satisfying him or herself that he or she may lawfully access this site under the laws or the jurisdiction from which access is obtained to this site.

3.             Privacy Policy; Data Protection.  As part of your use of the Site, you may be asked to provide information about yourself or your business.  This Section 3 sets forth Nomura’s Policy in relation to the collection, storage and use of your personal and business information that may be collected, tracked or monitored through the Site.  We reserve the right to modify these policies at any time.  Though we are not contractually obligated to provide notice to you of any changes, we will endeavor to provide you with updates to the policies of this Section 3.  Other services provided by Nomura that you may have access to through the Site may be subject to other privacy policies, which are available by accessing such services.  Your use of such other services is subject to the terms and conditions and privacy policies related thereto.

(a)           In order for you to access and use the Site, we may collect certain information about you and may monitor your usage of the Site, including details of information accessed and frequency of access.  We may store or cache certain resources or cookies on your computing device. We may use the information collected for the following purposes: (i) to facilitate your access to the Site, (ii) to analyse the frequency and use of the Site by users, (iii) for internal compliance reasons including legal and regulatory requirements, and industry or internal standard practices, (iv) for further development of the Site and other marketing, sales and relationship purposes, (v) the transfer of any of our rights and obligations under or in connection with these Terms of Use, and (vi) generally to carry out our obligations under these Terms of Use or any other agreements to which we are a party, including any ISDA licenses.

(b)           We may transfer any information collected from you to the following parties (wherever they are located) in relation to any of the purposes set out in the paragraph above: (i) any agents, contractors or third party service providers who provide services to Nomura in relation to its operations and business; (ii) any proposed or actual transferee of our business or part thereof, and/or of our rights and obligations under these Terms of Use; (iii) any legal, regulatory or other entity of competent jurisdiction, and any person or entity to whom we are under an obligation to disclose information pursuant to a binding legal obligation; (iv) any entity or person who has undertaken to us to keep the information confidential; and/or (v) any affilaites of Nomura.

(c)           We will comply with all laws and regulations applicable to our collection, retention and use of information pertaining to you, and we shall take all practicable steps to ensure that any information collected from you is protected against unauthorised or accidental access, erasure or use.

4.             DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY.  The information on this site is provided "as is" and “as available.” Nomura disclaims all representations and warranties related to the accuracy of the materials provided herein, either expressly or impliedly, for any particular purpose and expressly disclaims any warranties of merchantability or fitness for a particular purpose.  Nomura will not be responsible for any loss or damage that could result from corruption or interception of information contained on the Site or provided by third parties.  Although the information provided to you on this Site is obtained or compiled from sources we believe to be reliable, Nomura cannot and does not guarantee the accuracy, validity, timeliness or completeness of any information or data made available to you for any particular purpose.  Neither Nomura, nor any of its affiliates, directors, officers or employees, nor any third party vendor will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or interruption of this Site, or resulting from the act or omission of any other party involved in making this Site or the data contained therein available to you, or from any other cause relating to your access to, inability to access, or use of the site or these materials, whether or not the circumstances giving rise to such cause may have been within the control of Nomura or of any vendor providing software or services support.  In no event will Nomura, its affiliates or any such parties be liable to you for any direct, special, indirect, consequential, incidental damages or any other damages of any kind even if Nomura or any other party have been advised of the possibility thereof.

5.             Amendments.  We may revise these Terms of Use and the content on the Site, at any time, and as necessary to complay with applicable law, rule or regulation.  We will use reasonable efforts to provide you with notice of such changes. . 

6.             Term and Termination.  We may terminate your access to the Site at any time.  Upon such termination, you agree that you will no longer access the Site.  Notwithstanding such termination, you will continue to be bound by these Terms of Use to the extent that they relate to any of your obligations or liabilities which remain to be performed or discharged. 

7.             Governing Law.  This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York, without giving effect to principles of conflicts of law. 

8.             Third Party Links.  This site may permit you to communicate electronically with Nomura for certain purposes. Please do not use this facility to attempt notice of any time-sensitive or legally significant event, request or instruction.  Nomura assumes no responsibility or liability for any actions taken or any omissions to take action as a result of any such electronic communications.

9.             Miscellaneous Terms.  These Terms of Use constitute the entire agreement between you and Nomura and governs your use of the Site, superseding any prior version of this Terms of Use. You also may be subject to additional terms and conditions that may apply when you use other Nomura services, affiliate services, third-party content or third-party software.  The failure of Nomura to exercise or enforce any right or provision of the Terms of Use shall not constitute a waiver of such right or provision.  Each provision of this Agreement is independent and severable from the remaining provisions and enforceable accordingly.  If the provisions contained in this Agreement shall be adjudged by any court of competent jurisdiction to be unreasonable, invalid or otherwise unenforceable, such provisions or parts thereof shall (for that relevant jurisdiction or particular case) be deleted or modified, as the court of competent jurisdiction may decide or require, and the remaining provisions of such restrictions shall continue to take effect.  .