Amendment to the Index License Agreement for Funds, dated as of November 19, 2010, between MSCI Inc. and Barclays Global Investors, N.A
Exhibit 10.50
*** INDICATES CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT THAT HAVE BEEN OMITTED PURSUANT TO ITEM 601(B) OF REGULATION S-K BECAUSE THE IDENTIFIED CONFIDENTIAL PORTIONS (I) ARE NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.
AMD_00292
Client Code/Reference No: WFNIA/CA
AMENDMENT 2
Date of Amendment: N ovember 19, 2010
AMENDMENT to the Index License Agreement for Funds (the “Agreement”), dated as of March 18, 2000, by and between MSCI Inc. (“MSCI”), a Delaware corporation, and Barclays Global Investors, N.A. (“Licensee”). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed in the Agreement.
| 1. | Exhibit B is hereby amended to allow the Funds to be additionally listed and traded on the Chilean domiciled stock or securities exchanges (herein referred to as the “Chilean Listed Funds”). All Listed Funds must be issued, sold and traded on a public basis in accordance with the applicable Chilean securities law. All other terms and restrictions contained in Exhibit B shall apply to the Chilean Listed Funds. Notwithstanding anything to the contrary in Exhibit A, the Chilean Listed Funds may only be based on the following Indexes: |
| MSCI ACWI ex US Consumer Discretionary Sector Index MSCI ACWI ex US Consumer Staples Sector Index MSCI ACWI ex US Energy Sector Index MSCI ACWI ex US Financials Index MSCI ACWI ex US Health Care Sector Index MSCI ACWI ex US Industrials Sector Index MSCI ACWI ex US Information Technology Sector Index MSCI ACWI ex US Materials Sector Index MSCI ACWI ex US Telecommunications Services Sector Index MSCIMM ACWI ex US Utilities Sector Index MSCI All Country Asia ex Japan Index MSCI All Country World MSCI All Country World ex-US MSCI All Peru Capped Index MSCI Australia Index *********** *********** MSCI Brazil Index MSCI Brazil Small Cap Index MSCI BRIC Index MSCI Canada Index MSCI Chile Investable Market Index MSCIM China Small Cap Index MSCI EAFE Index MSCI EAFE Small Cap Index MSCI Emerging Markets Eastern Europe Index *********** MSCI Emerging Markets Index *********** MSCI EMU Index | *********** *********** MSCI France Index MSCI Germany Index MSCI Hong Kong Index *********** MSCI Ireland Capped Index MSCI Israel Capped Investable Market Index MSCI Italy Index MSCI Japan Index MSCI Malaysia Index MSCIMM Mexico Investable Market Index MSCI Netherland Investable Market Index MSCI New Zealand Investable Market Index MSCI Pacific ex-Japan Index MSCI Philippines Investable Market Index *********** MSCI Russia Capped Index MSCI Singapore Index MSCI South Africa Index MSCI South Korea Index MSCI Spain Index *********** MSCI Switzerland Index MSCI Taiwan Index *********** *********** MSCI United Kingdom Index ***********
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For the avoidance of doubt, the license fees set forth in the Agreement as amended, shall apply with respect to all Chilean Listed Funds. For clarity, there shall be no separate licensee fees for the Chilean Listed Funds but any additional assets from the Chilean Listed Funds shall be included in the average daily net assets of the applicable Funds for purposed of calculating license fees.
| 2. | Exhibit B is hereby further amended to allow the Funds to be additionally listed and traded on the Mexican domiciled stock or securities exchanges (herein referred to as the “Mexican Listed Funds”). All Listed Funds must be issued, sold and traded on a public basis in accordance with the applicable Mexican securities law. All other terms and restrictions contained in Exhibit B shall apply to the Mexican Listed Funds. Notwithstanding anything to the contrary In Exhibit A, the Mexican Listed Funds may only be based on the following Indexes: |
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| MSCI ACWI ex US Consumer Discretionary Sector Index MSCI ACWI ex US Consumer Staples Sector Index MSCI ACWI ex US Energy Sector Index MSCI ACWI ex US Financials Index MSCI ACWI ex US Health Care Sector Index MSCI ACWI ex US Index MSCI ACWI ex US Industrials Sector Index MSCI ACWI ex US Information Technology Sector Index MSCI ACWI ex US Materials Sector Index MSCI ACWI ex US Telecommunication Services Sector Index MSCI ACWI ex US Utilities Sector Index MSCI ACWI Index MSCI All Country Asia ex Japan Index MSCI All Peru Capped Index MSCI Australia Index MSCI Austria Investable Market Index MSCI Belgium Investable Market Index MSCI Brazil Index MSCI Brazil Small Cap Index MSCI BRIC Index MSCI Canada Index MSCI Chile Investable Market Index MSCI China Small Cap Index MSCI EAFE Growth Index MSCI EAFE Index MSCI EAFE Small Cap Index MSCI EAFE Value Index MSCI Emerging Markets Eastern Europe Index MSCI Emerging Markets Index | MSCI EMU Index MSCI France Index MSCI Germany Index MSCI Hong Kong Index MSCI Indonesia Investable Market Index MSCI Ireland Capped Investable Market Index MSCI Israel Capped Investable Market Index MSCI Italy Index MSCI Japan Index MSCI Japan Small Cap Index MSCI Kokusai Index MSCI Malaysia Index MSCI Netherlands Investable Market Index MSCI New Zealand Investable Market Index MSCI Pacific ex-Japan Index MSCI Philippines Investable Index MSCI Poland Investable Market Index MSCI Russia Cap Index MSCI Singapore Index MSCI South Africa Index MSCI South Korea Index MSCI Spain Index MSCI Sweden Index MSCI Switzerland Index MSCI Taiwan Index MSCI Thailand Investable Market Index MSCI Turkey Investable Market Index MSCI United Kingdom Index MSCI USA Index |
For the avoidance of doubt, the license fees set forth in the Agreement as amended, shall apply with respect to all Mexican Listed Funds. For clarity, there shall be no separate licensee fees for the Mexican Listed Funds but any additional assets from the Mexican Listed Funds shall be included in the average daily net assets of the applicable Funds for purposed of calculating license fees.
| 3. | This Amendment is intended to amend and operate in conjunction with the Agreement and together this Amendments and the Agreement constitute the complete and exclusive statement of the agreement between the parties and supersede in full all prior proposals and understandings, oral or written, relating to the subject matter hereof. To the extent that any terms of this Amendment conflict with any terms of this Agreement, the terms of this Amendment shall control. No right or license of any kind is granted to Licensee expect as expressly provided in the Agreement and this Amendment. |
| 4. | This Amendment shall be governed by, and construed in accordance with, the laws of the State of New York without regard to its conflict or choice of law principles. |
| LICENSEE |
| MSCI INC. | |||
| By | /s/ Timothy M. Meyer |
| By | /s/ Paul E. Friedman | |
| Name | Timothy M. Meyer |
| Name | Paul E. Friedman | |
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| Title | M. Director |
| Title | Executive Director | |
| Date | December 1, 2010 |
| Date | December 10, 2010 | |
| LICENSEE |
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| By | /s/ Matthew R. Lewis |
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| Name | Matthew R. Lewis |
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| (printed) |
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| Title | Director |
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| Date | December 1, 2010 |
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