Version 2017-12

Market Data Vendor Licence Agreement
AN AGREEMENT dated the

day of

BETWEEN:(1) HKEX INFORMATION SERVICES LIMITED (香港交易所資訊服務有限公司) whose registeredoffice is situated at 12th Floor, One International Finance Centre, 1 Harbour View Street, Central,
Hong Kong (“HKEX-IS”); and(2) The person whose name and address is set out in Schedule 1 (“the Licensee”).
WHEREAS:(A) HKEX-IS is a wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited.
(B) It has been agreed that HKEX-IS will grant to the Licensee a non-exclusive licence to use certain
information, documents and/or material, for the period and upon the terms and conditions
hereinafter appearing.
IT IS HEREBY AGREED as follows:1

Interpretation
In this Agreement, unless otherwise expressed or required by the context, the following expressions
shall have the following meanings:Expressions

Meanings“Agreement”

this agreement, its schedules and relevant annexes andapplicable Contract Elements, together with any subsequent
modifications thereto.

“Contract Elements”

the Fee Schedule, Transmission Specification and otherguidelines published by the Exchanges from time to time,
which can be viewed, downloaded and printed via the Internet
at www.hkex.com.hk.

“Datafeed”

a datafeed of relevant Information.

“Datafeed Commencement Date”

the date on which the Licensee first receives the relevant
Datafeed more particularly set out in Schedule 3.

“Delayed Information”

Information which is made available to Subscribers on thebasis of a delay of at least 15 minutes after the Information
has first been made available to the Licensee.

“Deposit”

the deposit paid by the Licensee more particularly set out in
Schedule 3.

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Version 2017-12“Derivatives Market Data”

data relating to products and contracts traded on or throughthe Futures Exchange and/or information relating to Options
Contracts.

“End User Receptor”

has the meaning set out in Schedule 5.

“Exchanges”

the Stock Exchange and/or the Futures Exchange, asapplicable.

“Fee Schedule”

the schedule of fees published by HKEX-IS from time to time
on www.hkex.com.hk.

“Futures Contract”

has the same meaning as defined in section 1 of Part 1 of
Schedule 1 to the Securities and Futures Ordinance.

“Futures Exchange”

Hong Kong Futures Exchange Limited, whose registeredaddress is at 12th Floor, One International Finance Centre, 1
Harbour View Street, Central, Hong Kong.

“Hong Kong”

the Hong Kong Special Administrative Region of the People’s
Republic of China.

“HKEX Group”

Hong Kong Exchanges and Clearing Limited (“HKEX”) and its
subsidiaries.

“Information”

information compiled by the Exchanges and/or provided by
HKEX-IS pursuant to this Agreement (which may include
Securities Market Data, Derivatives Market Data, IIS News andThird Party Content), more particularly set out in Schedule 3and (where applicable) in any relevant Transmission
Specifications.

“IIS News”

information, documents and/or other material compiled by the
Stock Exchange and/or provided by HKEX-IS concerning or
relating to regulatory filings made by companies listed or to belisted on the Stock Exchange and issuers of products andinstruments listed on the Stock Exchange, more particularly
set out in the relevant Transmission Specifications.

“LAQ Statement”

a statement in response to requests for information made by
HKEX-IS of its licensees, as further provided for in clause 5.8.

“Licence Fees”

the fees to be paid by the Licensee to HKEX-IS pursuant toclause 5.2.

“Memorandum of Permitted
Purpose”

the memorandum which sets out the Permitted Purpose, as
more particularly set out in Schedule 4, or any revised
Memorandum of Permitted Purpose issued by HKEX-IS
pursuant to clause 2.3.

“Options Contracts”

has the same meaning as defined in the Options Trading Rulesof the Stock Exchange, as amended from time to time.

“Permitted Purpose”

the purpose for which the Licensee may use the Information,
as described in this Agreement, and as more particularly set
out in the Memorandum of Permitted Purpose.
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Version 2017-12“Quarter”

the quarters of each year ending on 31st March, 30th June,
30th September and 31st December.

“Related Company”

in relation to any company, any other company which is for thetime being a holding company of such company or a subsidiarycompany of such company or a subsidiary of a holding
company of such company. For this purpose the expressions“subsidiary” and “holding company” shall have the meanings
ascribed to them by Section 15 and Sections 13 and 14 of theCompanies Ordinance (Cap. 622) respectively.

“Securities”

has the same meaning as defined in section 1 of Part 1 of
Schedule 1 to the Securities and Futures Ordinance.

“Securities and Futures Ordinance” the Securities and Futures Ordinance (Cap. 571) as amended,
replaced or re-enacted from time to time, including all
regulations made pursuant thereto.
“Securities Market Data”

data relating to Securities, products and instruments traded onor through the Stock Exchange.

“Specified Date”

the last day of the month (or such other date as HKEX-IS mayfrom time to time specify by written notice).

“Stock Exchange”

The Stock Exchange of Hong Kong Limited, whose registeredaddress is at 12th Floor, One International Finance Centre, 1
Harbour View Street, Central, Hong Kong.

“Subscriber”

any person to whom the Licensee disseminates Information inaccordance with clause 4.1, and where required, enters into acontract with the Licensee for the supply of Information, as
indicated in Schedule 4.

“Subscriber Fees”

fees payable in relation to a Subscriber, more particularly set
out in the Memorandum of Permitted Purpose, Schedules 3
and 5 and any relevant Contract Element.

“Subscriber Report”

a statement as defined in clause 5.5.

“Subscriber Unit”

has the meaning set out in Schedule 5.

“Third Party Content”

the part or parts of the Information which are provided to HKEX-IS
by third parties and which are not owned by HKEX-IS, moreparticularly as set out in the relevant Transmission Specifications.

“Third Party Content Provider”

the provider of Third Party Content.

“Transmission Specifications”

the specifications applicable to this Agreement, which set out(amongst other things) the connection requirements and thedata content of Datafeeds, published from time to time by
HKEX-IS on www.hkex.com.hk.

Where the context requires, words importing the singular shall include the plural and vice versa.

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2.

Licence

2.1

HKEX-IS, as agent for and on behalf of the Exchanges, hereby grants to the Licensee a non -exclusive
licence to use the Information for the Permitted Purpose and according to the terms set out in thisAgreement. The rights and obligations in relation to a Datafeed under this Agreement shall commenceon the corresponding Datafeed Commencement Date.

2.2

The Information initially provided to the Licensee hereunder shall be specified in the relevant
Transmission Specifications, more particularly set out in Schedule 3. HKEX-IS shall have the right at
any time to alter the presentation or substance of the Information or parts thereof (unless the alteration
involves the deletion of any category or product group from the scope of Information as described in
the Transmission Specifications in which case the notice period shall be a minimum of 30 days and, inthat event, the Licensee shall be entitled to, at any time during the 21 days following service of such
notice, terminate this Agreement or the Datafeed to which the Information relates, with effect from thedate when the alteration is to be implemented, by giving written notice to HKEX-IS). For the avoidanceof doubt, the Licensee shall not be entitled to terminate this Agreement or a Datafeed under this clause
2.2 where the alteration involves the deletion of Third Party Content only. Notwithstanding the above,
HKEX-IS shall have the right to alter the presentation or substance of the Information without priornotice to the Licensee if required to do so by reasons outside its control.

2.3

HKEX-IS acknowledges and agrees that the Licensee may under and for the purposes of thisAgreement provide the Information to Subscribers in the form or format in which the Information is
supplied to the Licensee hereunder or in any other form or format (including for use in composite
information systems) provided always that (a) the Information is acknowledged as being derived fromthe relevant Exchanges and its format or editing is in no way misleading as to the nature or con tent of
the Information and (b) the Licensee shall not remove, displace or alter any copyright, confidentiality orother proprietary notices or any disclaimer notice of the relevant Exchanges and (c) whenever the
Licensee wishes to provide the Information in a different form or manner, whether to constitute a newservice to, or to modify or terminate, an existing service specified in the Memorandum of Permitted
Purpose, the Licensee will first give HKEX-IS no less than 30 days' prior written notice of its intention,and shall provide such further details as HKEX-IS may reasonably request. For the avoidance of doubt,
nothing in this clause 2.3 shall entitle the Licensee to do anything outside the scope of the Permitted
Purpose without first obtaining HKEX-IS' written consent (such consent not to be unreasonably
withheld). HKEX-IS may, at any time after receiving such notice, issue a revised Memorandum of
Permitted Purpose to re-define and/or re-classify the services in question, which shall form a part ofthis Agreement and shall replace any then existing Memorandum of Permitted Purpose with effect fromits date of issue by HKEX-IS or from the date when the modified services are introduced, if later. (Forthe avoidance of doubt, this clause 2.3 is without prejudice and subject to clause 5.9.)

2.4

The Licensee will incorporate the following disclaimer notice in its English or Chinese (traditional or
simplified) version (or a disclaimer notice to equivalent effect) into all contracts with Subscribers thatare required to have a subsisting contract with the Licensee:“HKEX INFORMATION SERVICES LIMITED, ITS HOLDING COMPANIES AND/OR ANY
SUBSIDIARIES OF SUCH HOLDING COMPANIES ENDEAVOUR TO ENSURE THE ACCURACY ANDRELIABILITY OF THE INFORMATION PROVIDED BUT DO NOT GUARANTEE ITS ACCURACY OR
RELIABILITY AND ACCEPT NO LIABILITY (WHETHER IN TORT OR CONTRACT OR OTHERWISE)
FOR ANY LOSS OR DAMAGE ARISING FROM ANY INACCURACIES OR OMISSIONS”
OR「香港交易所資訊服務有限公司、其控股公司及／或該等控股公司的任何附屬公司均竭
力確保所提供資訊的準確和可靠度，但不能保證其絕對準確和可靠，且亦不會承擔因任
何不準確或遺漏而引起的任何損失或損害的責任（不管是否侵權法下的責任或合約責任
又或其他責任）」4
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OR「香港交易所资讯服务有限公司、其控股公司及／或该等控股公司的任何附属公司均竭力确保所提供信息的准确和可靠度，但不能保证其绝对准确和可靠，且亦不会承担因任何不准确或遗漏而引起的任何损失或损害的责任（不管是否侵权法下的责任或合约责任又或其它责任）」
2.5

The Licensee will ensure that, insofar as and for so long as it is technically p ossible to do so, a
disclaimer notice as described in clause 2.4 shall be transmitted to Subscribers so that it isconspicuously perceptible during or immediately prior to each continuous period throughout which therelevant Subscriber has access to the Information.

3.

Representation and Warranties

3.1

The Licensee hereby represents, covenants and warrants to HKEX-IS, as its ongoing obligations, that:(a)it is a body corporate validly existing under the laws of its jurisdiction of incorporation, has thepower to own its assets and carry on its business as it is being conducted;(b)

it has the requisite power, authority, consents, licences and authorisations and has taken allnecessary actions, to enable it to enter into this Agreement and to perform its duties andobligations under this Agreement;(c)this Agreement constitutes its legal, valid and binding obligations, enforceable in accordance withthe terms of this Agreement and does not and will not violate any applicable laws which the
Licensee is subject to, its constitutional documents or the terms of any other document, instrument
or undertaking binding on it;(d)it shall comply with all applicable laws, regulations, codes, guidelines, circulars, orders or rulings
and has all relevant licences, governmental or otherwise, relating to its use of the Information;(e)

it shall, upon request, provide such information to HKEX-IS as reasonably required inrelation to its use of Information under this Agreement, provided that HKEX-IS shall keepsuch information confidential, except to the extent permitted under this Agreement, requiredby law or any regulatory authority or as necessary in connection with any legal proceedings;
and

(f)

it shall notify HKEX-IS in writing of any material change in any shareholder beneficiallyholding 30% or more of the issued share capital of the Licensee or to the majority of thedirectors of the Licensee.

3.2

Except for the warranties and representations set forth in this Agreement, the parties make norepresentation or warranties, whether express or implied.

4.

Permitted Use of Information

4.1

The Licensee may access and use the Information and disseminate the Information to Subscribers,
according to the Permitted Purpose, provided that it pays to HKEX-IS all applicable Licence Fees. The
Licensee may not assign, transfer or sub-licence the right to disseminate the Information to
Subscribers, to any other person except as permitted by clause 4.7.

4.2

The Licensee shall use reasonable endeavours to ensure that:4.2.1 any equipment or software used to process the Information are arranged;
4.2.2 other suitable procedures are in place
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so that no unauthorized person or device can obtain access to the Information.
4.3

Where the Licensee is required to have a subsisting contract with Subscribers, the Licensee shallensure and procure that all and any dissemination of the Information to any Subscriber shall be on
terms that:4.3.1 no Subscriber shall, without the prior written approval of HKEX-IS (such approval not to be
unreasonably withheld) disseminate the Information or any part thereof to any other person;
4.3.2 no Subscriber shall use or permit the use of the Information or any part thereof for any illegal
purpose;
4.3.3 no Subscriber shall use the Information or any part thereof other than in the ordinary course of
its own business (which shall not include the dissemination of Information to third parties); andIn the event that HKEX-IS grants approval to a Subscriber to disseminate the Information or any part
thereof to any other person, HKEX-IS may impose such conditions on the Licensee as it considers
appropriate, including (without limitation), requiring the Licensee to pay HKEX-IS such additional fees
as calculated and/or as specified by HKEX-IS, restricting the mode of dissemination by the Subscriber
and requiring the Licensee to ensure that the Subscriber complies with the same restrictions andobligations which are imposed on the Licensee under this Agreement relating to the access, use anddissemination of Information.

4.4

Where the Licensee is not required to have a subsisting contract with Subscribers:
4.4.1 the Licensee shall use best endeavours to design, operate and maintain a system that will
prevent any downloading or exporting of the Information to other applications by Subscribers;
and4.4.2 the Licensee shall use reasonable endeavours to display a clear and prominent reference to theprohibition of further dissemination of the Information by Subscribers to any other person.

4.5

The Licensee shall ensure that no Subscriber is using the Information or any part thereof contrary to
the provisions of this clause 4 and if the Subscriber is required to have a subsisting contract with the
Licensee, the Licensee shall promptly supply to HKEX-IS the name and address of any Subscriberwhom the Licensee or HKEX-IS suspects is in breach of such provisions.

4.6

If HKEX-IS suspects that a Subscriber, which is required to have a subsisting contract with the
Licensee, is using the Information or any part thereof contrary to the provisions of this clause 4, HKEXIS may serve a written notice on the Licensee specifying the name of such Subscriber and the natureof the suspected misuse and requiring the Licensee to notify that Subscriber in writing that it m ust
immediately cease such misuse and must provide such proof as HKEX-IS may reasonably require thatit has ceased (or never committed) such misuse. The Licensee shall immediately comply with such a
notice on receipt. If the Subscriber fails to comply with the Licensee's notice within such period as
HKEX-IS may specify the Licensee shall immediately at HKEX-IS' further written direction cease tosupply the Information to that Subscriber or reduce the supply to a level specified by HKEX-IS.

4.7

The Licensee shall not assign or sub-licence the right to disseminate the Information to Subscribers
except as follows:
4.7.1 the Licensee may sub-licence the right to disseminate the Information to Subscribers, to a
Related Company (the details of which are more particularly set out in Schedule 2, as amended
from time to time), provided that:(i)the Licensee gives HKEX-IS prior notice of the sub-licensing together with evidence, tothe satisfaction of HKEX-IS, that the sub-licensee is a Related Company,
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the sub-licence shall terminate upon its ceasing to be a Related Company,(iii)

the sub-licence shall impose on the Related Company all the restrictions and obligations
imposed on the Licensee by this Agreement relating to the use of the Information exceptthat no Related Company shall be liable to pay any Licence Fees in addition to thosepayable by the Licensee pursuant to sub-clause (v),(iv)

the Licensee shall be personally liable hereunder for any breach by such Related
Company of such restrictions or obligations, so that such breach shall be treated as abreach of this Agreement by the Licensee,(v)

the Licensee shall, as part of its obligations under clause 5, be directly responsible forproviding payments and statements on behalf of any such Related Companies as well as
for itself, by way of a single consolidated statement which consolidated statement shallnevertheless also provide a breakdown of relevant payments and other information
ascribable to each Related Company.

4.7.2 the Licensee may sub-licence the right to disseminate the Information to Subscribers, to suchother third parties as are approved in advance in writing by HKEX-IS. HKEX-IS shall havecomplete discretion as to the terms on which it agrees to such sub-licence. Without prejudice tothe foregoing, unless expressly otherwise agreed by HKEX-IS:(i)the sub-licence shall impose on the third party all the restrictions and obligations imposedon the Licensee by this Agreement relating to the use and dissemination of theInformation,(ii)

the Licensee shall be personally liable hereunder for any breach by such third party ofsuch restrictions or obligations, so that such breach shall be treated as a breach of thisAgreement by the Licensee,(iii)

without prejudice to (i) and (ii), the third party sub-licensee shall render a Subscriber
Report and payment in accordance with clause 5 directly to HKEX-IS.

4.7.3 HKEX-IS may, in respect of any sub-licence granted pursuant to clause 4.7.2, at any time bynotice in writing given to the Licensee either require the Licensee to terminate such sub-licenceor impose further conditions in respect of such sub-licence or require that the sub-licensee enter
into a direct licence with HKEX-IS.
4.8

The Licensee shall comply with such directions as HKEX-IS may reasonably require from time to time
concerning permitted use of the Information, provided that
4.8.1 such directions are incorporated in the Memorandum of Permitted Purpose or are otherwise
given in writing by not less than 90 days' notice; and4.8.2 at any time during the 30 days following service of such notice the Licensee shall be entitled toterminate this Agreement or the Datafeed to which such direction relates with effect from thedate when the direction is to be implemented, by giving written notice to HKEX-IS.

4.9

A party shall not without the previous written consent of the other party assign, transfer, sub -contract,sub-licence, delegate, mortgage, charge or otherwise dispose of or purport to assign, transfer, sub contract, sub-licence, delegate, mortgage, charge or otherwise dispose of this Agreement or its rights
hereunder, provided that HKEX-IS may at any time assign, transfer, sub-contract, sub-licence,delegate, mortgage, charge or otherwise dispose of this Agreement or its righ ts hereunder to any
member of the HKEX Group without the prior consent of the Licensee.
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5.

Deposit, Licence Fees and Payments

5.1

The Licensee agrees that:5.1.1 The Deposit shall be held by HKEX-IS throughout the term of this Agreement to secure the due
payment of all fees and other sums payable by the Licensee and the due observance andperformance of its obligations under this Agreement;
5.1.2 The amount of the Deposit shall be subject to increase at any time by HKEX-IS giving to the
Licensee 60 days’ written notice and the Licensee shall on or before the date specified in thenotice deposit with HKEX-IS such increased amount. At any time during the 30 days following
service of such notice, the Licensee shall be entitled to terminate this Agreemen t or the
Datafeed to which such increase relates, with effect from the date specified in the notice, bygiving written notice to HKEX-IS;
5.1.3 HKEX-IS shall be entitled to deduct from the Deposit the amount of all outstanding fees andother sums payable by the Licensee under this Agreement and all costs, expenses, losses anddamages which may be sustained or incurred by HKEX-IS as a result of any breach, nonperformance or non-observance by the Licensee of any terms of this Agreement. For the
avoidance of doubt, HKEX-IS shall be entitled to exercise its right under this clause 5.1.3
notwithstanding that part of the Deposit is derived from a Deposit for a different type ofInformation/Datafeed, which is not the subject of the breach, non-performance or nonobservance. The Licensee shall immediately on demand deposit with HKEX-IS any amount so
deducted such that at all times the Licensee shall maintain with HKEX-IS as Deposit the total
specified in Schedule 3, as may be increased under clause 5.1.2; and5.1.4 The Deposit, less any amount deducted under clause 5.1.3, shall be repaid to the Licensee
without interest or compensation within 30 days after the termination of this Agreement orwithin 30 days after settlement of the last outstanding claim by HKEX-IS against the Licensee
for any outstanding fees or other charges and for any breach, non -performance or nonobservance of any of the terms of this Agreement, whichever is the later. Where the Licensee
unsubscribes to part of the Information/a Datafeed, the Deposit may be adjusted to take that
into account subject to this clause 5.1.

5.2

During the currency of the licence, granted pursuant to the terms of this Agreement, the Licensee shall
pay the Licence Fees calculated and payable to HKEX-IS in accordance with the provisions of theMemorandum of Permitted Purpose, Schedules 3 and 5 and any relevant Contract Element.

5.3

HKEX-IS shall have the right to amend the Licence Fees or any element of them at any time upongiving the Licensee not less than 90 days' notice in writing thereof. At any time during the 30 days
following service of such notice, the Licensee shall be entitled to terminate this Agreement or the
Datafeed to which such amendment relates, with effect from the date when the amendment is to be
implemented, by giving written notice to HKEX-IS. For the avoidance of doubt, HKEX-IS’ right to amend
the Licence Fees or any element of them includes without limitation the right to introduce additional
Licence Fees to cover any new or existing types of service, to modify the basis for calculating any
Licence Fees and to change the classification of any service so that an amended Licence Fee
becomes payable.

5.4

Licence Fees are not refundable except in accordance with this clause 5.4. Any Licence Fees
paid in advance for Information or parts thereof will be refundable on a pro -rata basis to the
Licensee: (i) if the Licensee ceases to use Information or parts thereof pursuant to clauses 4. 8,
5.3, or 11.1 herein; or (ii) if the Licensee terminates this Agr eement or the relevant Datafeed
pursuant to clauses 4.8, 5.3, or 11.1 herein, provided that the Licensee has fully discharged all of
its obligations under this Agreement and provided that no refund shall be made in respect of any
incomplete month.

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5.5

The Licensee shall provide a statement (the “Subscriber Report”) to HKEX-IS within 15 days of theend of each month (unless the Subscriber Report relates to Subscribers outside Hong Kong, in whichcase it shall be provided within 30 days of the end of the month) as to:5.5.1 the names of the Subscribers to whom it has disseminated the Information during the preceding
month and stating the name or nature of the service by which each received the Information,
the number and type of Subscriber Units for each Subscriber within Hong Kong and outside
Hong Kong; and5.5.2 the Licence Fees payable for that month.
The Subscriber Report shall contain such further information and shall be provided in such format as
HKEX-IS may reasonably require (by not less than 90 days’ written notice) from time to time.

5.6

The Licensee shall maintain complete and accurate records on the calculation of the Licence Fees
specified in each Subscriber Report and shall make such records available to HKEX-IS within 30 daysof receiving HKEX-IS' written request. HKEX-IS shall have the right not more than once in each
Quarter during the currency of this Agreement and also once in the Quarter following termination of thisAgreement to inspect all documents pertaining to such records covering the period of the preceding
Quarter (and, if not yet so inspected, previous Quarters) either itself or by its authorized agents. The
Licensee shall, upon receiving HKEX-IS' written request, permit and/or (if so requested) procure that
HKEX-IS may inspect promptly thereafter the premises and records of the Licensee and any sub licensee, for the purpose of satisfying HKEX-IS by whatever proofs HKEX-IS may reasonably requirethat the Licence Fees are being properly accounted for and/or that the Licensee a nd/or its sublicensees are using the Information for the Permitted Purpose only and are not using Information
contrary to the provisions of clause 4, provided always that the Licensee shall not be obliged to makeand/or procure such inspection to take place more than once in any Quarter. HKEX-IS shall bear its
costs (including internal management time and expenses) of each inspection, unless the inspection
establishes that HKEX-IS has been underpaid by 5% or more of the amount actually paid in respect ofLicence Fees for that Quarter in which case the Licensee shall bear such costs. For the avoidance of
doubt, such underpayment shall be deemed to have been payable with effect from the due date forproviding the Subscriber Report relevant to such underpayment.

5.7

Where the Licensee is required to have a subsisting contract with Subscribers, t he Licensee shall,
upon receiving HKEX-IS' written request, inspect and/or (if so requested) procure that HKEX-IS or its
authorized agents may inspect promptly thereafter the premises and records of any Subscriber
specified by HKEX-IS, for the purpose of satisfying HKEX-IS by whatever proofs HKEX-IS may
reasonably require that the Licence Fees in respect of that Subscriber are being properly accounted for
and/or that the Subscriber is not using Information contrary to the provisions of clause 4, provided
always that the Licensee shall not be obliged to make and/or procure such inspection (in respect of any
one Subscriber) to take place more than once in any Quarter.

5.8

HKEX-IS shall compile and provide the Licensee with a Licensee auditor questionnaire. In
response to such questionnaire, the Licensee shall provide HKEX-IS with a statement (the “LAQ
Statement”) made by the Licensee's auditors, in such form and at such times as HKEX-IS may
reasonably require. HKEX-IS shall notify any change in its requirements by not less than 90 days’
written notice unless HKEX-IS is compelled to make such change on shorter notice or without any
notice for reasons which are beyond its control.

5.9

If HKEX-IS establishes, by whatever means, that Information is being or has been used to provide
services (a) outside the scope of the Permitted Purpose or (b) within the scope of the Permitted
Purpose but in a manner materially different to the manner in which the Licensee had previously
represented to HKEX-IS that those services would be provided, then HKEX-IS shall be entitled to issue
a revised Memorandum of Permitted Purpose to re-define and/or re-classify the services. If HKEX-IS
does so re-classify any services:-

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Version 2017-12(i)the Licensee shall be liable to pay Licence Fees in accordance with such re -classification as if
those services had been so classified from the date when they were first so provided; and(ii)

the Licensee shall pay promptly to HKEX-IS or HKEX-IS shall re-pay promptly to the Licensee,
as the case may be, the balance of any monies thereby due.

5.10 If the Licensee is late in paying any sums due to HKEX-IS under this Agreement by more than 30 days,
interest shall be payable on such sums calculated from the date such sums first become due in respectof each month or part thereof for which they are not paid at a rate of 40% per annum.
5.11 Where an inspection is made pursuant to clauses 5.6 or 5.7 and HKEX-IS in consequence is of theopinion that HKEX-IS has been underpaid by 5% or more of the relevant Licence Fees, the Licensee
shall, upon receiving HKEX-IS’ written request, permit and/or if so requested procure such further
inspections by HKEX-IS as HKEX-IS considers (notwithstanding, for the avoidance of doubt, any otherprovision of those clauses) necessary to determine the proper basis on which those Licence Fees
should have been accounted for.
5.12 HKEX-IS and/or its authorized agents shall keep confidential all information derived from a Subscriber
Report submitted pursuant to clause 5.5 and all information disclosed in connection with any inspection
made pursuant to clause 5.6 or 5.7, except to the extent permitted under this Agreement, required bylaw or any regulatory authority or as necessary in connection with any legal proceedings.
6.

Termination

6.1

Either party shall be entitled without stating a reason to terminate this Agreement or a Datafeed bygiving not less than 90 days' prior notice of termination in writing to the other party.

6.2

The termination of all Datafeeds to the Licensee shall be regarded as a termination of thisAgreement. For the avoidance of doubt, this Agreement shall terminate on the day that the last
Datafeed is terminated.

6.3

Either party shall be entitled to terminate this Agreement immediately by written notice (and thereupon
the provision of the Information to the Licensee may cease) upon the commencement of winding -up of
the other party, or a receiver having been appointed over or judgment or levy being made against any
assets of the other party, or the other party having entered into any scheme, arrangement orcomposition with any of its creditors. A party shall immediately inform the other party by notice inwriting upon the occurrence of any of the events described in this clause 6.3.

6.4

Without prejudice to HKEX-IS’s right under clause 6.3, HKEX-IS shall be entitled to terminate thisAgreement or suspend its performance of all or any obligations under it at any time and without liability
for compensation or damages if the Licensee commits a material breach of this Agreement. HKEX-IS
shall be entitled to, in its sole and absolute discretion, determine whether a material breach of thisAgreement has occurred. For the avoidance of doubt, a material breach of this Agreement may or may
not be remediable and shall include, without limitation, a breach of clauses 2.3 and 5.2 and such otherclauses or paragraphs specified as being "material" in any relevant annex.

6.5

Without prejudice to HKEX-IS's right under clause 6.4, in the event that a party commits a breach ofthis Agreement, the other party shall be entitled to terminate this Agreement immediately by written
notice (and thereupon the provision of the Information to the Licensee m ay cease) provided that suchparty has given written notice to the party in breach to remedy the breach and the party in breach fails
to do so within 30 days of such notice.

6.6

Upon termination, HKEX-IS shall have the absolute right to terminate the transmission of theInformation with immediate effect, the Licensee shall cease to use the Information and disseminate theInformation to Subscribers or to have the right to use the Information and disseminate the Information
to Subscribers with immediate effect, and all sums due from the Licensee shall become payable
immediately to HKEX-IS.
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Version 2017-12

6.7

Termination shall be without prejudice to the accrued rights of the parties. In addition, clauses
5.6, 5.10, 5.12, 6.8, 7 and 10 shall continue to have effect notwithstanding the termination of the rest of
this Agreement.

6.8

The Licensee acknowledges and agrees that HKEX-IS shall have the right to publish a list of all
authorized licensees (including the Licensee). In addition, upon termination of a Datafeed or thisAgreement, HKEX-IS shall have the right to inform Subscribers that such Datafeed or this Agreement
has been terminated.

6.9

For the avoidance of doubt, where this Agreement or a relevant Datafeed is terminated during an
incomplete month, the Licensee shall be responsible for the relevant License Fees as if suchmonth was a complete month and no part of such License Fees shall be refundable to the
Licensee, whether or not such Licence Fees have been paid in advance.

7.

Exclusion of Liability and Indemnity

7.1

Nothing in this clause 7 shall restrict or exclude liability of HKEX-IS or the Licensee in respect of deathor personal injury resulting from negligence.

7.2

Subject to the foregoing, none of HKEX-IS, the Exchanges, any other member of the HKEX Group or
any of their directors, officers, employees or agents shall be liable to the Licensee or any person
claiming through the Licensee in respect of consequential, economic or any other loss or damage
arising from any act or omission, mistake, delay, interruption, arising from or in connection with (a) thecollection, use or transmission of the Information by or to the Licensee or (b) the Information being
inaccurate, incomplete or otherwise misleading or (c) any other services to be provided by thempursuant to this Agreement, except to the extent of the wilful default, gross negligence or fraud of
HKEX-IS, the Exchanges or any other member of the HKEX Group. Further the Licensee undertakes
not to institute or attempt or threaten to institute any proceedings in any jurisdiction in or outside Hong
Kong against HKEX-IS, the Exchanges, any other member of the HKEX Group or any of their directors,
officers, employees or agents for recovery of any of the aforesaid loss suffered by the Licensee or by
any other person or otherwise to maintain any claim against HKEX-IS, the Exchanges, any member ofthe HKEX Group or any of their directors, officers, employees or agents for or in respect of any of theaforesaid loss, provided that the Licensee shall not be precluded from instituting proceedings in theevent of the wilful default, gross negligence or fraud of HKEX-IS, the Exchanges or any other memberof the HKEX Group.

7.3

Subject to clause 7.1, the Licensee shall at all times hereafter indemnify and keep HKEX-IS, theExchanges, all other members of the HKEX Group and all of their directors, officers, employees oragents effectively indemnified on demand against and in respect of all liabilities, economic or otherlosses, damages, costs, claims, suits, demands, fees and expenses of whatsoever nature which may
be incurred by HKEX-IS, the Exchanges, any other member of the HKEX Group or any of theirdirectors, officers, employees or agents towards or in relation to any person or which may be taken,
made or claimed against HKEX-IS, the Exchanges, any other member of the HKEX Group or any of
their directors, officers, employees or agents by any person as a result of or in connection with or
arising out of any act, omission, mistake, delay or interruption, on the part of th e Licensee, or on thepart of HKEX-IS, the Exchanges, any other member of the HKEX Group or any of their directors,
officers, employees or agents in relation to this Agreement, including (without prejudice to thegenerality of the foregoing) acts or omissions in respect of or in connection with or arising out of thecollection, use or transmission of the Information by or to the Licensee or arising from the Information
being inaccurate, incomplete or otherwise misleading, except to the extent of the wilful default, grossnegligence or fraud of HKEX-IS, the Exchanges, any other member of the HKEX Group or any of theirdirectors, officers, employees or agents.

7.4

The Licensee agrees to the exclusion of liability and indemnity under this clause 7 in favour of HKEXIS, the Exchanges, other members of the HKEX Group and any of their directors, officers, employees
or agents in consideration of the Exchanges consenting to HKEX-IS entering into this Agreement. For
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Market Data Vendor Licence Agreement

Version 2017-12

the avoidance of doubt, clause 7 shall apply to HKEX-IS in its personal capacity as well as its capacity
as agent under this Agreement, and as trustee for the other members of the HKEX Group.
7.5

HKEX-IS shall not be obliged to procure the supply of Third Party Content nor shall it ensure theaccuracy, timeliness, reliability and completeness of any Third Party Content.

8.

Free Subscription for HKEX-IS
To enable HKEX-IS to monitor the displayed services provided by the Licensee, the Licensee shall forthe duration of this Agreement and free of charge allow HKEX-IS access to the Information by
supplying to HKEX-IS the displayed services of the Licensee and any relevant equipment by means ofwhich it transmits the Information to its Subscribers as if HKEX-IS were a subscriber thereto.

9.

Notices

9.1

Any notices or other documents to be given or served hereunder may be delivered by hand or sent by
pre-paid post, facsimile transmission or e-mail to the party at its address, fax number or e-mail address
set out in Schedule 1, as updated from time to time. The parties intend to treat all electronictransmissions as original. The parties understand and agree to assume the inherent risks incommunications made by way of electronic transmissions.

9.2

Any such notice or document shall be deemed to have been served:9.2.1 if delivered by hand, at the time of delivery; or
9.2.2 if sent by ordinary pre-paid post, at the expiration of 3 working days after the postage pre -paid
envelope containing the same shall have been put into the post; or
9.2.3 if sent by facsimile transmission, when dispatched with a transmission report showing that theentire fax was sent to the relevant fax number; or
9.2.4 if sent by e-mail, at the time of transmission, provided that such e-mail is sent to the designatede-mail address and no failure message has been received. For the avoidance of doubt,
designated e-mail address means, in relation to the Licensee the e-mail address specified in
Schedule 1 (or as notified to HKEX-IS from time to time in accordance with clause 9.4) and in
relation to HKEX-IS the e-mail address as notified by HKEX-IS to the Licensee from time to time.

9.3

In proving such service it shall be sufficient to prove that delivery was made or that the envelope
containing such notice or document was properly addressed and posted or that the facsimiletransmission or e-mail was properly addressed and dispatched as the case may be.

9.4

The Licensee shall immediately inform HKEX-IS by notice in writing of any changes to any of thedetails of the Licensee (including, the address, fax number or e-mail of the Licensee) set out in
Schedule 1.

10.

Proprietary Rights

10.1 The Licensee hereby acknowledges that it has no entitlement to any proprietary rights including
without limitation rights of copyright in and to the Information or the presentation of the Information(including any Third Party Content), which rights are owned by or licensed to the Exchanges or owned
by Third Party Content Providers. The Licensee acknowledges and HKEX-IS warrants that HKEX-IS isauthorized by the Exchanges to supply and distribute the Information by way of this Agreement to the
Licensee. HKEX-IS warrants that the use of the Information under this Agreement shall not infringe the
proprietary rights of the parties which own any such proprietary rig hts.

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Version 2017-12

10.2 The Licensee may represent that it is supplying Information derived from the relevant Exchanges
under a licence from HKEX-IS but shall not make any other use (save as required by clause 2.3) of the
Exchanges’ or HKEX-IS's name or of any logos or other marks used by them. Upon termination of thisAgreement, the Licensee shall immediately cease to make such representations and shall not makeany other commercial use of such marks.
10.3 The Licensee shall at all times treat the Information and any information ancillary thereto obtained
pursuant to this Agreement as confidential and shall not disclose such Information to any third party
other than pursuant to the terms of this Agreement, irrespective of whether it is in the same format as
supplied to the Licensee by the Exchanges, unless with prior written approval from HKEX-IS.
10.4 The Licensee shall, upon suspecting any infringement of such rights as are described in this clause 10,
immediately notify HKEX-IS and thereafter provide such assistance as HKEX-IS or the Exchanges may
reasonably request to protect their rights.
10.5 The Licensee agrees that this Agreement shall not constitute an assignment or transfer of any
copyright or other intellectual property rights of whatsoever nature contained in the Informationand that the copyright or other intellectual property rights of whatever nature contained in the
Information shall remain the property of the respective Exchanges and/or any Third Party Content
Provider, as applicable.
10.6 In respect of any Information which constitutes Third Party Content, HKEX-IS shall notify the
Licensee if consent or authorization is required from the Third Party Content Provider for
redistributing such Third Party Content to any other person. In the event that su ch consent orauthorization is required, the Licensee represents and warrants that it shall obtain such consent
or authorization accordingly and that its use of such Third Party Content as contemplated under
this Agreement will not violate any applicable law, regulation, rule or infringe upon or violate therights of the Third Party Content Provider.
11.

Amendments, Waivers and Enforceability

11.1 Without prejudice to clauses 2.2, 4.8, 5.1.2 and 5.3 and paragraphs 3.1, 3.2 and 3.3 of the Direct
Connection Annex herein, HKEX-IS may amend this Agreement (including, without limitation, any
relevant schedule or annex to this Agreement) at any time on 90 days’ written notice. In the event that
the Licensee considers any such amendments to be unfavorable, it may terminate this Agreement, therelevant Datafeed or the relevant type of services described in the Memorandum of Permitted Purposeon the date the amendment comes into effect, provided it gives HKEX-IS notice in writing within 30
days of the date of the notice of HKEX-IS. Where the Memorandum of Permitted Purpose requires
amendment due to the relevant type of services being terminated, HKEX-IS may, at any time after
receiving the notice, issue a revised Memorandum of Permitted Purpose to re -define and/or re-classify
the services in question, which shall form a part of this Agreement and shall replace any then existing
Memorandum of Permitted Purpose with effect from its date of issue by HKEX-IS. If no such notice isgiven by the Licensee to HKEX-IS, the Licensee shall be deemed to have accepted the amendment
made and agreed to be bound by the amendment. The prior written consent of HKEX-IS is required forany amendment to this Agreement proposed by the Licensee.
11.2 In the event that an amendment of this Agreement (including, without limitation, the terminationof a Datafeed) requires consequential amendments to Schedule 3, HKEX-IS shall be entitled tomake such amendment by way of issuing a revised Schedule 3, which shall for the avoidance of
doubt form a part of this Agreement, and shall replace the then existing Schedule 3 with effectfrom its date of issue by HKEX-IS.
11.3 No waiver or indulgence by any party to this Agreement shall be binding unless in writing and signedby an authorised representative of such party, and in any event no waiver of one breach of any term or
condition of this Agreement shall operate as a continuing waiver unless so expressed nor operate as awaiver of another breach of the same or any other term or condition of this Ag reement.
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Market Data Vendor Licence Agreement

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11.4 In the event that any provision in this Agreement is for any reason held to be unenforceable, illegal orotherwise invalid, such provision shall not affect any other provisions of this Agreement, and theprovision in question shall be construed in such reasonable manner as achieves the intention of theparties without being invalid.
12.

Entire Agreement

12.1 This Agreement sets out the entire agreement of the parties concerning the subject matter hereof andsupersedes all prior agreements, negotiations, representations and proposals, whether written or oral.
12.2 Each party acknowledges that, in entering into this Agreement, it has not relied on any express or
implied representation, warranty, collateral contract or other assurance made b y or on behalf of theother party before entering into this Agreement. Each party waives all rights and remedies which, but
for this clause 12.2, might otherwise be available to it in respect of any such representation, warranty,
collateral contract or other assurance.
13.

Governing Law

13.1 This Agreement shall be governed by and construed in accordance with the laws of Hong Kong whose
courts shall have non-exclusive jurisdiction in relation thereto.
13.2 Unless otherwise waived by HKEX-IS, the Licensee shall irrevocably appoint the person whose nameand current address in Hong Kong are set forth in Schedule 1 as its agent to receive and acknowledge
on its behalf service of any writ, summons, order, judgment or other notice of legal process in HongKong. If for any reason such agent (or its successor) no longer serves as agent of the Licensee for thispurpose, the Licensee shall promptly appoint a successor agent and notify HKEX-IS thereof. The
Licensee agrees that any such legal process shall be sufficiently served on it if delivered to such agent
for service at its address for the time being in Hong Kong whether or not such agent gives notice
thereof to the Licensee.

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Market Data Vendor Licence Agreement

Version 2017-12

IN WITNESS whereof the parties have entered into this Agreement the day and year first abo ve written.

SIGNED by Poon Tim Fung, Director)

for and on behalf of)

HKEX INFORMATION SERVICES LIMITED)香港交易所資訊服務有限公司)

in the presence of :- Sin Wan Ni, Winnie)

SIGNED by)

for and on behalf of))in the presence of :-)15
Market Data Vendor Licence Agreement

Version 2017-12

SCHEDULE 1
The Licensee
Name

Place of Incorporation[name as appears on certificate of incorporation, latest
certificate of incorporation on change of name or theirequivalent]
Registered office (or equivalent) in place ofincorporation or, if registered under Part XI of theCompanies Ordinance (Cap. 32) as in force from time
to time before 3 March 2014 (“Former Companies
Ordinance”) or Part 16 of the Companies Ordinance(Cap.622), principal place of business in Hong Kong
[HK incorporated company: registered office registeredwith HK Companies Registry; overseas company
registered under Part XI of Former Companies Ordinanceor Part 16 of the Companies Ordinance (Cap.622): principal
place of business in Hong Kong registered with HK
Companies Registry; overseas company not registeredunder Part XI of Former Companies Ordinance or Part 16 of
the Companies Ordinance (Cap.622): registered office (orequivalent) registered with relevant Government authority
in place of incorporation]

Address, fax number and email for notices under clause 9[address]
Attention:
Fax No.:E-mail address:

Name and address of process agent in Hong Kong
[address]
Attention:
Fax No.:HKEX-IS
Registered office (or equivalent) in place ofincorporation or, if registered under Part XI of Former
Companies Ordinance or Part 16 of the Companies
Ordinance (Cap. 622), principal place of business inHong Kong
12th Floor, One International Finance Centre
1 Harbour View Street
Central, Hong Kong

Address, fax number and e-mailfor notices under clause 9
12th Floor, One International
Finance Centre
1 Harbour View Street
Central, Hong Kong
Attention: Head of Market Data
Department
Fax No.: (852) 2877 2960
E-mail address:
MarketData@hkex.com.hk

Version 2017-12

SCHEDULE 2
Related Company Sub-Licensee

List of Sub-Licensees that are Related Companies of the Licensee:
Company Name

Address

Relationship with the Licensee(with percentage stake)Version 2017-12

SCHEDULE 3
Datafeed, Means of Supply, Source of Information,
Deposit, Redistribution Fee, Connection Fee, Minimum Subscriber Fee,
Datafeed Commencement Date, Relevant Annex and Relevant Transmission Specifications
Type ofDatafeed
Information
Securities
Market Data

Means of Supply with Deposit Redistribution Connection Minimum Datafeed
Relevant Relevant
Source of Information
Fee
Fee
Subscriber Commencement Annex
Transmission
Fee
Date
Specifications
OMD Securities Direct from HKEX-IS$6,000 per dd/mm/yy
DirectInterface
Standard
via SDNet/2 / HSN /month
Connection Specifications –real-time /
MMDH
Annex
HKEX OriondelayedMarket Data
Indirect through [NameIndirectPlatform
OMD Securities
of Vendor 1]
Connection Securities
Premium
Annex
Market & Index
real-time /Indirect through [NameDatafeed
delayedof Vendor 2]
Hosting
Products
Annex(BinaryOMD Securities
Protocol)FullTick
real-time /delayedOMD Index(Complimentary
datafeed with
subscription ofany
OMD Datafeeds
and HKEX-IS
shall have theright to introduce
Licence Fees on
OMD Index
pursuant toclause 5.3 of theAgreement)

Derivatives
Market DataOMD Derivatives Direct from HKEX-IS
Standard
via SDNet/2 / HSN
real-time /delayedIndirect through [Nameof Vendor 1]
OMD Derivatives
Premium
Indirect through [Namereal-time /of Vendor 2]
delayedOMD Derivatives
FullTick
real-time /delayedOMD Derivatives
Litereal-time$2,250 per dd/mm/yy
month

DirectInterface
Connection Specifications –Annex
HKEX Orion
Market Data
IndirectPlatform
Connection Derivatives
Annex
MarketDatafeed
Hosting
Products
Annex(Binary
Protocol)Version 2017-12

Issuer News IIS News

Direct from HKEX-IS
via IIS

N/A

Indirect through [Nameof Vendor 1]

N/A

dd/mm/yy

DirectIssuerConnection Information
Annex
Feed Service –Transmission
Indirect
Specification
Connection
Annex

Indirect through [Nameof Vendor 2]

List of Indirect Connection Licensees
Name of the Indirect Connection Licensee

Type of Information

Approval Date (date of the approval letter)

SCHEDULE 4
Memorandum of Permitted Purpose

Version 2017-12

Approved Services of the Licensee and Applicable Subscriber Fees
Services refer to different types of data content.
Subsisting Contracts are required for all services except Basic Market Prices Service, Delayed Data, Index Data, Issuer News and TV Service.
i.

Continuous, Per Quote and Per Unit Time Access

Securities Market Data
Continuous Access

Start Date

Per Quote Access☐ L1 ($120 per Subscriber Unit per month)☐ L2 ($200 per Subscriber Unit per month)☐ L2+One ($240 per Subscriber Unit per month)☐ Full Book ($400 per Subscriber Unit per month)☐ Pager (L2) (with transmission speed below 6250 bps) ($120☐ L1 ($0.05 per quote)☐ L2 ($0.07 per quote)☐ L3 ($0.10 per quote)☐ L4 ($0.14 per quote)☐ With capping ($250 per Subscriber Unit

per Subscriber Unit per month)☐ Pager (L2+One) (with transmission speed below 6250 bps)($140 per Subscriber Unit per month)

per month for L1, L2 & L3; $450 per
Subscriber Unit per month for L4)

Start Date

Per Unit Time

Start Date

☐ Up to 10 price levels with broker queue ($0.10
per minute (Min/Max: $50 / $250 per month))☐ Above 10 price levels with broker queue($0.14 per minute (Min/Max: $70 / $450 per
month))

Derivatives Market Data
Continuous Access☐ 5 Level Order Depth (for OMD Derivatives Lite only)☐ L1 ($25 per Subscriber Unit per month)☐ L2 ($75 per Subscriber Unit per month)☐ L2+One ($90 per Subscriber Unit per month)☐ Full Book ($300 per Subscriber Unit per month)☐ Pager (L2) (with transmission speed below 6250 bps) ($5Start Date

Per Quote Access☐ L1 ($0.01 per quote)☐ L2 ($0.03 per quote)☐ L3 ($0.05 per quote)☐ With capping ($95 per Subscriber Unit

Start Date

Per Unit Time

Start Date

☐ Up to 10 price levels ($0.03 per minute(Min/Max: $15 / $95 per month))☐ Above 10 price levels ($0.05 per minute(Min/Max: $25 / $380 per month))

per month for L1&L2; $380 per Subscriber
Unit per month for L3)

per Subscriber Unit per month)☐ Pager (L2+One) (with transmission speed below 6250 bps)($6 per Subscriber Unit per month)

MOPP page 1

SCHEDULE 4
Memorandum of Permitted Purpose

Version 2017-12

ii. Basic Market Prices (BMP) Service, Non-Display Usage and Fixed Monthly Fee Service (for Securities Market only)
Securities Market Data
Basic Market Prices (BMP) Service

Start Date

☐ For Licensee only ($80,000 per month)☐ For Licensee and its Related Companies($160,000 per month)

Non-Display Usage

Start Date

☐ Automated Trading Application ($20,000 per
firm per month)

Fixed Monthly Fee Service

Start Date

☐ Up to 5 price levels of Stock Connect Eligible Stocks
without broker queue information ($125,000 per month)☐ Derived Data (with Tradable Products)($20,000 per firm per month)

Relevant Annex: Basic Market Prices Service Annex☐ Others ($400 per firm per month)

Derivatives Market Data
Basic Market Prices (BMP) Service☐ For Licensee only ($27,000 per month)☐ For Licensee and its Related Companies ($54,000 per month)
Relevant Annex: Basic Market Prices Service Annex

Start Date

Non-Display Usage

Start Date

☐ Automated Trading Application ($10,000 per firm per month)☐ Derived Data (with Tradable Products) ($10,000 per firm per month)☐ Others ($150 per firm per month)

MOPP page 2

SCHEDULE 4
Memorandum of Permitted Purpose

Version 2017-12

iii. TV Services and Delayed Data

Securities Market Data
TV Service

Start Date

☐ See HKEX website for fee schedule

Delayed Data

Start Date

Delayed Data

Start Date

Index Data

Start Date

☐ L1 plus last 4 transactions

Derivatives Market Data
TV Service

Start Date

☐ See HKEX website for fee scheduleiv.

☐ L1 plus last 4 transaction

Issuer News and Index Data
Issuer News☐

Start Date☐

MOPP page 3

SCHEDULE 4
Memorandum of Permitted Purpose

Version 2017-12

v. Third Party Services

Relevant Annex: Third Party Website Service Annex and/or Third Party Mobile Application Service Annex
With minimum monthly Subscriber Fee applicable to each Third Party Client:$6,000 for real-time Securities Market Data
$2,250 for real-time Derivatives Market Data
Minimum Subscriber Fee is not applicable if the Third Party Client is an Exchange Participant of SEHK / HKFE

Securities Market Data
Continuous Access☐ L1 ($120 per
Subscriber Unit permonth)☐ L2 ($200 per
Subscriber Unit permonth)☐ L2+One ($240 per
Subscriber Unit permonth)☐ Full Book ($400
per Subscriber Unit
per month)

Start Date

Per Quote Access☐ L1 ($0.05 per quote)☐ L2 ($0.07 per quote)☐ L3 ($0.10 per quote)☐ L4 ($0.14 per quote)☐ With capping ($250
per Subscriber Unit permonth for L1, L2 & L3;$450 per Subscriber
Unit per month for L4)

Start Date

Per Unit Time

Start Date

Daily Charge Service☐ Up to 10 price☐ L2 ($3.5 per Subscriber

levels with broker
queue ($0.10 per
minute (Min/Max:$50 / $250 per
month))☐ Above 10 pricelevels with broker
queue ($0.14 perminute (Min/Max:$70 / $450 per
month))

Unit per day); Minimum
subscription of 2,000 days
per month per Third Party
Client during the
programme period.

Start Date

Basic Market
Start Date
Prices (BMP)
Service☐ Third Party
Website/Mobile
Application($68,000 per month
per website/mobile
application)

Delayed Data

Start Date

☐ L1 plus last 4transactions☐ ListedCompany Website($5,000 per month
per website)

Relevant Annex:
Basic Market
Prices Service
Annex

Third Party Client
1.
2.
3.
4.

Third Party Website / Mobile Application

Start Date

Continuous

Per Quote

BMP

Delayed

☐
☐
☐
☐

☐
☐
☐
☐

☐
☐
☐
☐

☐
☐
☐
☐

MOPP page 4

SCHEDULE 4
Memorandum of Permitted Purpose

Version 2017-12

Derivatives Market Data
Continuous Access☐ L1 ($25 per Subscriber Unit
per month)☐ L2 ($75 per Subscriber Unit
per month)☐ L2+One ($90 per
Subscriber Unit per month)☐ Full Book ($300 per
Subscriber Unit per month)

Third Party Client
1.
2.
3.
4.
5.

Start Date

Per Quote Access☐ L1 ($0.01 per quote)☐ L2 ($0.03 per quote)☐ L3 ($0.05 per quote)☐ With capping ($95 per
Subscriber Unit per monthfor L1&L2; $380 per
Subscriber Unit per monthfor L3)

Start Date

Per Unit Time

☐ Up to 10 price levels($0.03 per minute (Min/Max:$15 / $95 per month))☐ Above 10 price levels($0.05 per minute (Min/Max:$25 / $380 per month))

Third Party Website / Mobile Application

Start Date

Start Date

Basic Market Prices (BMP)
Service☐ Third Party Website/Mobile
Application ($23,000 per month
per website/mobile application)

Start Date

Delayed Data

Start Date

☐ L1 plus last 4transactions

Relevant Annex: Basic Market
Prices Service Annex

Continuous

Per Quote

BMP

Delayed

☐
☐
☐
☐
☐

☐
☐
☐
☐
☐

☐
☐
☐
☐
☐

☐
☐
☐
☐
☐

MOPP page 5

SCHEDULE 4
Memorandum of Permitted Purpose

Version 2017-12

Approved Subscriber Device(s) associated with the below real-time service(s) for Securities Market Data (SMD) and / or Derivatives Market Data (DMD)
Types of Subscriber Device
Others:Types of service
Terminal
Continuous Access L1
Continuous Access L2
Continuous Access L2+One
Continuous Access Full Book
Per Quote AccessBasic Market Prices (BMP)

☐SMD
☐SMD
☐SMD
☐SMD
☐SMD
☐SMD

☐DMD
☐DMD
☐DMD
☐DMD
☐DMD
☐DMD

Mobile Application

☐SMD
☐SMD
☐SMD
☐SMD
☐SMD
☐SMD

☐DMD
☐DMD
☐DMD
☐DMD
☐DMD
☐DMD

Datafeed with entitlement
control

Website

☐SMD
☐SMD
☐SMD
☐SMD
☐SMD
☐SMD

☐DMD
☐DMD
☐DMD
☐DMD
☐DMD
☐DMD

☐SMD
☐SMD
☐SMD
☐SMD

☐DMD
☐DMD
☐DMD
☐DMD

☐ Pager☐ Wallboard/Public Display Board☐ Interactive Voice Response Service (IVRS)☐SMD ☐DMD☐SMD ☐DMD☐SMD ☐DMD☐SMD ☐DMD☐SMD ☐DMD☐SMD ☐DMD

Approved Service Facilitator(s)Service Facilitator(s)(full name, address and company website address)

FunctionStart Date

1.
2.
3.

MOPP page 6

SCHEDULE 4
Memorandum of Permitted Purpose

Securities Market Data
Continuous Access Level 1 (L1)

Data Content
Bid/ask price and volume, high/low, last traded price, nominal,
cumulative turnover/volume, opening/closing, IEV & IEP fromauction trading session

Derivatives Market Data
Continuous Access Level 1 (L1)

Continuous Access 5 Level Order
Depth(for OMD Derivatives Lite only)
Continuous Access Level 2 (L2)

Version 2017-12

Data Content
Bid/ask price and volume, high/low, traded price,calculated opening price (COP) if any, trade volume,
cumulative volume
L1 above plus order depth (aggregated no. and volume(shares) of orders in the best 5 bid/ask queues), last 4transactions, freetext

L1 above plus order depth (aggregated no. and volume(shares) of orders in the best 10 bid/ask queues); broker
queue, last 4 transactions, freetext
L2 above plus aggregated no. and volume (shares) of allorders beyond10 level order depth

Continuous Access Level 2 (L2)Continuous Access Full Book (FullBook)

L2 above plus all order information

Continuous Access Full Book (FullBook)

L2 above plus all order information

Pager (L2) (with transmission speed
below 6250 bps)

Same as Continuous Access Level 2 (L2)

Pager (L2) (with transmission speed
below 6250 bps)

Same as Continuous Access Level 2 (L2)

Pager (L2+One) (with transmission
speed below 6250 bps)

Same as Continuous Access Level 2+One (L2+One)

Pager (L2+One) (with transmission
speed below 6250 bps)

Same as Continuous Access Level 2+One (L2+One)

Per Quote Access Level 1

Bid/ask price and volume, high/low, last traded price, nominal,
cumulative turnover/volume, opening/closing, IEV & IEP fromauction trading session.
L1 plus order depth (aggregated no. and volume (shares) oforders in the best 10 bid/ask queues)

Per Quote Access Level 1

Bid/ask price and volume, high/low, traded price,calculated opening price (COP) if any, trade volume,
cumulative volume
L1 plus order depth (aggregated no. and volume(shares) of orders in the best 10 bid/ask queues)

Per Quote Access Level 3

L2 plus broker queues, last 4 transactions and freetext

Per Quote Access Level 3

L2 above plus aggregated no. and volume (shares) of allorders beyond10 level order depth

Per Quote Access Level 4L3 above plus aggregated no. and volume (shares) of allorders beyond10 level order depth

Per Unit Time (Up to 10 level order
depth with broker queue)

Same as Per Quote Access Level 3

Per Unit Time (Up to 10 level order
depth)

Same as Per Quote Access Level 2

Per Unit Time (Above 10 level order
depth with broker queue)

Same as Per Quote Access Level 4

Per Unit Time (Above 10 level order
depth)

Same as Per Quote Access Level 3

TV Service

Same as Continuous Access Level 1 (L1) subject to following
limitations:- Information transmitted shall not exceed 150 securities at
any one time
- The information shall be made available by a “play-list” ofscreens which shall have a scrolling time (from start to finishof each cycle) of not less than 90 seconds
Information shall be made available to Subscribers on a pre-TV Service

Same as Continuous Access Without Order Depth (L1)subject to following limitation:- Information shall be made available to Subscribers
on a pre-programmed transmission-only basis, andshall not be used in relation to the provision of any
interactive services

Continuous Access Level 2+One(L2+One)Per Quote Access Level 2

Continuous Access Level 2+One(L2+One)Per Quote Access Level 2

L1 above plus order depth (aggregated no. and volume(shares) of orders in the best 10 bid/ask queues), last 4transactions, freetext
L2 above plus aggregated no. and volume (shares) of allorders beyond10 level order depth

MOPP page 7

SCHEDULE 4
Memorandum of Permitted Purpose
Securities Market Data

Data Content

Derivatives Market Data

Version 2017-12
Data Content

programmed transmission-only basis, and shall not be used inrelation to the provision of any interactive services
Delayed Data

Basic Market Prices (BMP)

Non-Display Usage

Bid/ask price and volume, high/low, last traded price, nominal,
cumulative turnover/volume, opening/closing, IEV & IEP fromauction trading session, last 4 transactions
Nominal/last traded price, closing price, high/low prices,trading volume, turnover value, IEV & IEP from auction trading
session.
For all Data Content.
Non-display usage is defined as follows:i. Automated Trading Application - Any application thataccesses HKEX real-time market data for automatic
calculation, processing and analysis, and that process will
determine the quantity, price and timing of order
execution.
ii. Derived Data (with Tradable Products) - Any work createdusing HKEX real-time market data to partly or wholly
derive (i) the price of a tradable product, or (ii) the value ofan underlying instrument of a tradable product.
iii. Others - Any other non-display data usage that does not
fall under Category (i) & (ii).

Delayed Data

Basic Market Prices (BMP)

Non-Display Usage

Bid/ask, high/low, last traded price, nominal, cumulative
turnover/volume, opening/closing, IEV & IEP fromauction trading session, last 4 transactions
Last trade price, closing price, high/low price, trading
volume & turnover of individual futures and options
contract series
For all Data Content.
Non-display usage is defined as follows:i. Automated Trading Application - Any application thataccesses HKEX real-time market data for automatic
calculation, processing and analysis, and thatprocess will determine the quantity, price and timingof order execution.
ii. Derived Data (with Tradable Products) - Any work
created using HKEX real-time market data to partlyor wholly derive (i) the price of a tradable product, or(ii) the value of an underlying instrument of a
tradable product.
iii. Others - Any other non-display data usage that does
not fall under Category (i) & (ii).

MOPP page 8

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SCHEDULE 5
Licence Fees
1.

Licence Fee Payable
The Licence Fee (set out in the Memorandum of Permitted Purpose) is comprised of the "Redistribution
Fee", the "Connection Fee" and the "Subscriber Fee" (as applicable). The Licence Fee is computed basedon the Fee Schedule.

2.

Discretion to Introduce Additional Licence Fees
Subject to clause 5.3, HKEX-IS shall have sole discretion to determine the types of service in relation towhich Licence Fees are payable and reserves the right to introduce additional Licence Fees for any typesof service, including without limitation services for which no Licence Fees are for the time being payable.

3.

HKEX-IS Decision Is Final
Subject to clause 5.3, HKEX-IS shall have sole discretion to determine from time to time without giving
reasons the applicable Subscriber Fees for an approved service provided by the License e and the amountof Licence Fees payable by the Licensee. HKEX-IS' decision shall be final.

4.

Subscriber Units

4.1

For the purposes of calculating Subscriber Fees, the number of "Subscriber Units" shall, in relation to
any single Subscriber during any one month, be the number of End User Receptors on the Specified Date(or if the number is variable on that date, the maximum number of End User Receptors for that day)permitted to access the Information by means of Licensee-derived authorization. Such authorization shall
include but shall not be limited to passwords, user ID logons, access codes or security codes or any moregeneral means of authorization such as those granted ‘en bloc’ to a specified maximum number ofindividual users and/or regulated by remote on-line audit tools without using passwords or the like.
"End User Receptor" shall for this purpose mean any person or point to which Licensee-derived
Information is imparted so that the Information may be perceived or processed otherwise than for the sole
purpose of re-disseminating the Information and shall include, without limitation:
4.1.1 any device by means of which the Information can be perceived by humans, including but notlimited to dedicated terminals, portable computers, wallboards, paging devices and mobile phones;
and
4.1.2 any other type of device by means of which the Information is processed; and4.1.3 any individual employed or otherwise directly controlled by the Subscriber who has authorization toaccess the Information otherwise than by means of an authorized device of the type described atparagraph 4.1.1 or 4.1.2 and each end-user receptor shall count as one Subscriber Unit.

4.2

In relation to Subscriber Fees, if the amount of Subscriber Fees in respect of a Datafeed does not exce ed
the Minimum Subscriber Fee payable for that month as specified in Schedule 3, the Licensee shall be
responsible for paying the Minimum Subscriber Fee.

5.

Discounts and Delayed Information

5.1

The following discounts are applicable in relation to Subscriber Fees:
5.1.1 Securities Market Data
In relation to Securities Market Data, where there are more than 30 Subscriber Units (excluding
unauthorized End User Receptors) in relation to any one Subscriber and each Subscriber Unit
receives the same type of continuous access service for Securities Market Data throughout aparticular month, the Subscriber Fees for that month in respect of such Subscriber Units shall be
discounted as follows:Version 2017-12

No. of Subscriber Units

Discount

31 to 60
61 to 90
91 to 500
501 to 1000
1001 or more

10%
15%
20%
40%
65%

5.1.2 Derivatives Market Data
In relation to Derivatives Market Data, the Licensee shall receive the following discount on
Subscriber Fees based on the number of Subscribers that carry continuous access L1 data
(excluding unauthorized end-user receptors):
Number of End User Receptors

Discount

Up to and including 30

Nil

31-60

10% discount

61-90

15% discountmore than 90

20% discount

5.1.3 IIS News and Delayed Information
No Subscriber Fees are payable in respect of IIS News and Delayed Information. Accordingly,
clauses 5.5, 5.6, 5.7, 5.8 and 5.12 shall not apply, but only in respect of IIS News and Delayed
Information.
5.2

Discounts must be claimed no later than the time due for submitting the relev ant Subscriber Report.

5.3

Each display of Delayed Information shall be conspicuously exhibited with a statement indicatingthat the Information is delayed Information.

6.

News Reporting Services
Subject to paragraph 2, no fee is payable for the dissemination of Information by the Licensee which is in
the nature of news reporting.

7.

Times when Payments are Due

7.1

The Redistribution Fee and the Connection Fee for the first Quarter shall become payable as soon as the
Licensee begins disseminating the Information to Subscribers or, if sooner, at the expiry of two complete
calendar months from the Datafeed Commencement Date irrespective of whether the Licensee has begun
disseminating the Information to Subscribers, provided that where the Redistribution Fee and theConnection Fee become payable for the first Quarter other than at the commencement of the relevant
Quarter, the Redistribution Fee and the Connection Fee will be reduced by one third for each complete
month elapsed; and thereafter each Redistribution Fee and the Connection Fee shall be payable on or
prior to commencement of the Quarter to which that Redistribution Fee and the Connection Fee relates.

7.2

The Licensee’s first Subscriber Fee shall become payable at the expiry of the first month during which it
begins disseminating the Information to Subscribers or, if sooner, at the expiry of four complete calendar
months from the Datafeed Commencement Date irrespective of whether Licensee has begun
disseminating the Information to Subscribers. Thereafter Subscriber Fees shall become payable from thedate when the Subscriber Report describing those Subscriber Fees is due to be provided pursuant toclause 5.5 of this Agreement.

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8.

Taxes
All Licence Fees payable to HKEX-IS shall be net of any taxes and without any deduction whatsoever (including,
without limitation any withholding taxes). The Licensee shall be responsible for all applicable sales, use andwithholding taxes, levies, imposts, duties, fees, assessments or other charges of whatever nature that may be
imposed by any jurisdiction, department, agency, state or relevant taxing authority.

9.

Redistribution Fee
If the Licensee intends to amend the manner in which it provides Information in accordance with clause 2.3,
which involves providing Delayed Information instead of providing Information on a real-time basis, the Licensee
shall be responsible for the existing Redistribution Fee and the existing Minimum Subscriber Fee payable for the
relevant Datafeed (as set out in Schedule 3) for a period of 90 days from the date that HKEX-IS provides writtenconsent to such amendment. If the Licensee intends to amend the manner in which it provides Information inaccordance with clause 2.3, which involves providing Information on a real-time basis instead of providing
Delayed Information, the Licensee shall be responsible for an increased Redistribution Fee and the Minimum
Subscriber Fee payable for the relevant Datafeed (as set out in a revised Schedule 3 issued by HKEX-IS) fromthe date that HKEX-IS provides written consent to such amendment or from the date when the modified services
are introduced, if later.

Version 2017-12

DIRECT CONNECTION ANNEX
1.

Scope of Applicability

1.1This Direct Connection Annex shall supplement and amend clauses 2 to 13, in the context of and only
to the extent that Licensees receive Information from a Direct Connection, but not otherwise. In theevent of any conflict or inconsistency between the paragraphs contained in this Direct Connection
Annex and clauses 2 to 13 in relation to Information received from a Direct Connection, theparagraphs contained in this Direct Connection Annex shall prevail.

1.2

Where the Licensee receives the same type of Datafeed from a Direct Connection and an Indirect
Connection, then in the event of any conflict and/or inconsistency between this Direct Connection
Annex and the applicable Indirect Connection Annex, the paragraphs contained in this Direct
Connection Annex shall prevail, but only in respect of that type of Datafeed and only to the extent of
any such conflict and/or inconsistency.

2.

Interpretation
In this Direct Connection Annex, unless otherwise expressed or required by the context, the following
expressions shall have the following meanings:Expressions

Meanings“Direct Connection”

a direct connection to HKEX-IS's computer information
systems.

“Direct Connection Licensee”

a Licensee which has been granted the permission to receive
Information from a Direct Connection.

“Indirect Connection”

a connection to receive Information from HKEX-IS's computer
information systems through a Direct Connection Licensee.

“Indirect Connection Licensee”

a Licensee which has been granted the permission to receive
Information from an Indirect Connection.

3.

Transmission of Information

3.1

During the currency of the licence, HKEX-IS will procure the supply of the Information to the Licensee
in the form of electronic signals generated by the computer information system for the time being usedby the Exchanges. The Licensee shall effect such Direct Connections in such a way as permitted andin accordance with the relevant Transmission Specifications and shall bear the connection andmaintenance costs (including without limitation any other connection and/or maintenance charges
levied by HKEX-IS as specified in Schedule 3 and/or any Contract Element). The connection
equipment and communication lines to be installed on the premises of HKEX-IS or any member of the
HKEX Group must be approved in advance by HKEX-IS.

3.2

The Information shall initially be supplied in accordance with the Transmission Specifications of the relevant
Datafeed, which may be changed at any time upon HKEX-IS giving the Licensee not less than 30 days'
written notice thereof. Notwithstanding the above, HKEX-IS shall have the right to alter the method oftransmission without prior notice to the Licensee if required to do so by reasons outside its control. Where
the Licensee is required to make modifications to its equipment (including any computer systems of theLicensee used to connect to HKEX-IS) in order to accommodate a change to the Transmission

Version 2017-12

Specifications, the Licensee shall effect the modification within the 30 day notice period at its own cost. In
addition:
3.2.1

HKEX-IS shall not be responsible for making the Information available to the Licensee unless
the Licensee has, either itself or through its subcontractors, installed and maintained therequisite communication links and other equipment used for a Direct Connection. The Licensee
should, to the satisfaction of HKEX-IS, conduct and complete such testing and rehearsal, as
may be prescribed by HKEX-IS from time to time, of the Licensee's equipment and connections;

3.2.2

The Licensee warrants and represents that, prior to the signing of this Agreement, the Licensee
has completed all testing and rehearsal on the Licensee's equipment and the Direct Connection,
as required by HKEX-IS;

3.2.3

During the currency of the licence, the Licensee shall ensure that the Direct Connection and theLicensee's systems which are connected to HKEX-IS’s computer information systems will
conform to the relevant Transmission Specifications and that the Licensee’s systems will beadequately configured to support the required loading and activities, as specified by the HKEXIS from time to time;

3.2.4

The Licensee shall further ensure that the Licensee's systems which are connected to HKEXIS's computer information systems meet the specifications of HKEX-IS and achieve reasonable
performance and reliability; and3.2.5

The Licensee must ensure the readiness of all lines connected to HKEX-IS for the provision ofreliable information service to the Subscribers.

3.3

Paragraphs 3.2.3, 3.2.4 and 3.2.5 shall be "material" for the purposes of clause 6.4.

3.4

HKEX-IS shall use its best endeavours to ensure that the Information is in all material respects,
accurate, complete and provided to the Licensee on a continuous basis during service hours as
specified in the Transmission Specifications, provided that HKEX-IS shall not be obliged to procure
the supply of Third Party Content nor shall it ensure the accuracy, timeliness, reliability andcompleteness of any Third Party Content.

3.5

The Licensee shall comply with the ‘Technical Requirements for Direct Connection’ for the Information
as published by HKEX-IS on www.hkex.com.hk, as amended from time to time.

3.6

The Licensee shall not, without the approval of HKEX-IS, supply a Datafeed to an Indirect Connection
Licensee or to any other person (not being a Direct Connection Licensee or an Indirect Connection Licensee)that receives and disseminates Information. If the Licensee, without the approval of HKEX-IS, supplies a
Datafeed to an Indirect Connection Licensee or to any other person (not being a Direct Connection Licensee
or an Indirect Connection Licensee) that receives and disseminates Information, the Licensee and theIndirect Connection Licensee or such other person shall be jointly and severally liable for all unreported
Licence Fees. If no reliable data is provided to HKEX-IS to calculate such Licence Fees, HKEX-IS shall, in
its sole and absolute discretion, be allowed to estimate the amount of Licence Fees due and payable. For
the avoidance of doubt, an approval granted by HKEX-IS under this paragraph 3.6 shall not constitute an
approval under clause 4.7.2.

3.7

If the Licensee supplies a Datafeed to an Indirect Connection Licensee, the Licensee acknowledges that
HKEX-IS shall have the right to require the Licensee to cease providing the Datafeed to an Indirect
Connection Licensee upon any breach or suspected breach of any restriction or obligation set forth in thelicence agreement entered into between HKEX-IS and the Indirect Connection Licensee.

Version 2017-12

3.8

If the Licensee supplies a Datafeed to an Indirect Connection Licensee, the Licensee undertakes toimmediately notify HKEX-IS in writing in the event that it ceases to provide the Datafeed to an Indirect
Connection Licensee for any reason.

3.9

If the Licensee supplies a Datafeed to an Indirect Connection Licensee and the Licensee does not satisfy
the conditions in paragraph 3.2 or the Datafeed to such Indirect Connection Licensee fails to achievereasonable performance and reliability, then HKEX-IS shall have the right to require the Licensee to cease toprovide the Datafeed to the Indirect Connection Licensee.

4.

Termination and Exclusion of Liability
If for any reason the Information or parts thereof are not supplied to the Licensee for a period inexcess of 10 consecutive working days on which the Stock Exchange is open for the business of
trading in Securities/the Futures Exchange is open for the business of trading Futures Contracts (asapplicable), the Licensee shall be entitled to terminate this Agreement or the Datafeed relating tosuch Information immediately by written notice, provided that the Licensee shall not be entitled tosuch termination if the Information or parts thereof which is not supplied is Third Party Content only. Insuch event, HKEX-IS shall be liable to compensate the Licensee for loss arising from such nontransmission, but its liability shall be limited to the amount of the Licence Fees payable for the
Information or parts thereof not transmitted. The Licensee's rights in respect of Licence Fees paid in
advance under clause 5.4 shall arise where the Licensee ceases to use Information or parts thereofor terminates this Agreement pursuant to this paragraph 4, but only in respect of relevant Licence
Fees.

5.

IIS News
Where the Licensee disseminates IIS News, clauses 5.5, 5.6, 5.7, 5.8 and 5.12 shall not apply, but
only in respect of IIS News.

Version 2017-12

INDIRECT CONNECTION ANNEX
1.

Scope of Applicability
This Indirect Connection Annex shall supplement and amend clauses 2 to 13, in the context of andonly to the extent that Licensees receive Information from an Indirect Connection, but not otherwise. In
the event of any conflict or inconsistency between the paragraphs contained in this Indirect
Connection Annex and clauses 2 to 13 in relation to Information received from an Indirect Connecti on,
the paragraphs contained in this Indirect Connection Annex shall prevail.

2.

Interpretation
In this Indirect Connection Annex, unless otherwise expressed or required by the context, thefollowing expressions shall have the following meanings:-

3.

Expressions

Meanings“Direct Connection”

a direct connection to HKEX-IS's computer information
systems.

“Direct Connection Licensee”

a licensee which has been granted the permission to receive
Information from a Direct Connection.

“Indirect Connection”

a connection to receive Information from HKEX-IS's computer
information systems through a Direct Connection Licensee.

Clauses Disapplied
Clauses 4.7.2, 4.7.3 and 6.2 and the first sentence of clause 2.2 shall not apply.

4.

Transmission of Information

4.1

HKEX-IS hereby grants the Licensee permission to receive the Datafeed from the Direct Connection
Licensees specified in Schedule 3 only.

4.2

The Licensee acknowledges that under the agreement between HKEX-IS and the Direct Connection License,
the Direct Connection Licensee is prohibited from providing a Datafeed to the Licensee unless with the priorwritten approval of HKEX-IS.

4.3

The Licensee further acknowledges that it is prohibited from entering, and agrees that it shall not enter, into
any agreement or arrangement to receive the Datafeed from any other Direct Connection Licensee, unlesswith the prior written approval of HKEX-IS.

4.4

If the Licensee does not receive a Datafeed from HKEX-IS directly but exclusively through the Direct
Connection Licensee, the Licensee agrees that HKEX-IS shall not be liable or responsible for making therelevant Datafeed available to the Licensee. For the avoidance of doubt, the Licensee further agrees that
any interruption or failure of the Datafeed for whatever reason shall not affect the Licensee’s obligations to
pay the Licence Fees to HKEX-IS under clause 5.

4.5

The Licensee undertakes to immediately notify HKEX-IS in writing in the event that it ceases to receive a
Datafeed from a Direct Connection Licensee for any reason and to immediately notify HKEX-IS of any action
it plans to take to replace the Direct Connection Licensee or to adopt or designate an alternative source ofInformation.

Version 2017-12

4.6

HKEX-IS shall have the right to require the Licensee to cease receiving the Datafeed from a Direct
Connection Licensee and to supply such proof as HKEX-IS may reasonably require that the Licensee hasceased to receive such Datafeed.

5.

Delayed Information

5.1

In addition to paragraph 3, where the Licensee only receives Delayed Information, clauses 4.7.1, 5.5, 5.6.
5.7, 5.8 and 5.12 shall not apply, but only in respect of Delayed Information.

5.2

Where the Licensee disseminates Delayed Information, each display of Delayed Information shallconspicuously exhibit a clear statement that such Information is Delayed Information.

6.

IIS News
In addition to paragraph 3, where the Licensee receives Information from the Direct Connection Licensee
which includes IIS News, clauses 5.5, 5.6, 5.7, 5.8 and 5.12 shall not apply, but only in respect of IIS News.

7.

Termination
If for any reason the Information or parts thereof are not supplied to all Direct Connection Licensees(including the Direct Connection Licensee specified in Schedule 3) for a period in excess of 10
consecutive working days on which the Stock Exchange is open for the business of trading in
Securities/the Futures Exchange is open for the business of trading Futures Contracts (as applicable),the Licensee shall be entitled to terminate this Agreement or the Datafeed relating to such
Information immediately by written notice, provided that the Licensee shall not be entitled to suchtermination if the Information or parts thereof which are not supplied is Third Party Content only. Insuch event, HKEX-IS shall be liable to compensate the Licensee for loss arising from such nontransmission, but its liability shall be limited to the amount of the Licence Fees payable for the
Information or parts thereof not transmitted. The Licensee's rights in respect of Licence Fees paid in
advance under clause 5.4 shall arise where the Licensee ceases to use Information or parts thereofor terminates this Agreement pursuant to this paragraph 7, but only in respect of relevant LicenceFees.

Version 2017-12

HKATS API ANNEX
1.

Scope of Applicability
This HKATS API Annex shall supplement and amend clauses 2 to 13, in the context of and only to theextent that Licensees derive Information from an HKATS API, but not otherwise. In the event of any
conflict or inconsistency between the paragraphs contained in this HKATS API Annex and clauses 2 to
13 in relation to Information derived from HKATS API, the paragraphs contained in this HKATS API
Annex shall prevail.

2.

Interpretation
In this HKATS API Annex, unless otherwise expressed or required by the context, the following
expressions shall have the following meanings:-

3.

Expressions

Meanings“Futures Information”

information relating to products and contracts traded on the
Futures Exchange.

“HKATS”

the automated trading system of the Futures Exchange.

“HKATS API”

an application programming interface
applications to connect to HKATS.

“HKATS Information”

Information which is sourced from an HKATS API connection
to HKATS by the Licensee, including Futures Information andStock Options Information.

“Stock Options Information”

information relating to Options Contracts.

whichallowsClauses Disapplied
Clauses 2.2, 4.7.2 and 4.7.3 shall not apply.

4.

Transmission of HKATS Information
HKEX-IS shall not be obliged to procure the supply of the HKATS Information nor shall it ensure theaccuracy, timeliness, reliability and completeness of the HKATS Information transmitted from HKATS
API.

5.

Delayed Information

5.1

In addition to paragraph 3, where the Licensee only receives Delayed Information, clauses 4.7.1, 5.5, 5.6.
5.7, 5.8 and 5.12 shall not apply, but only in respect of Delayed Information.

5.2

Where the Licensee disseminates Delayed Information, each display of Delayed Information shallconspicuously exhibit a clear statement that such Information is Delayed Information.

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6.

Termination and Exclusion of Liability

6.1

If the Licensee's access to the trading system of the Stock Exchange and/or the Futures Exchange
through the HKATS (as applicable) is suspended or terminated for any rea son, the Licensee
undertakes to immediately notify HKEX-IS in writing, whereupon the provision of HKATS Information orparts thereof to Licensee may cease and the Licensee shall cease to use the HKATS Information orparts thereof with immediate effect.

6.2

The Licensee shall ensure that the HKATS API connection and/or the equipment or systems of theLicensee used to process and disseminate the Information achieve reasonable performance andreliability. This paragraph 5.2 shall be "material" for the purposes of clause 6.4.

6.3

For the avoidance of doubt, where the Licensee receives HKATS Information, the right to terminate theprovision of Futures Information shall not affect the provision of Stock Options Information and viceversa.

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THIRD PARTY WEBSITE SERVICE ANNEX
1.

Scope of Applicability
This Third Party Website Service Annex shall supplement and amend clauses 2 to 13, in the context ofand only to the extent that Licensees are permitted to provide the Information via a Third Party
Website for dissemination to a Subscriber, but not otherwise. In the event of any conflict orinconsistency between the paragraphs contained in this Third Party Website Service Annex andclauses 2 to 13, the paragraphs contained in this Third Party Website Service Annex shall prevail.

2.

Interpretation
In this Third Party Website Service Annex, unless otherwise expressed or required by the context, thefollowing expressions shall have the following meanings:Expressions

Meanings“Third Party Website”

a third party's Internet website.

“Third Party Website Services”
the service of providing Information through a Third
Party Website for dissemination to a Subscriber.
3.

Use Restrictions
The Licensee shall procure that the Third Party Website shall under no circumsta nces be entitled toassign, transfer or sub-licence the right to disseminate the Information to Subscribers, to any otherperson. Without prejudice and in addition to its rights under clause 4.6, HKEX-IS shall be deemed tohave the same rights under clause 4.6 against the Third Party Website.

4.

Website Restrictions
The Licensee shall ensure that the Third Party Website prominently displays on the relevant securities
quotation portion of its website, the Licensee's logo and a statement that the Informatio n is provided
by the Licensee. The Licensee shall ensure that the Third Party Website includes a disclaimer in thesame form as the disclaimer set out in clause 2.4 in its terms and conditions and, where technicallypossible, transmit the disclaimer set out in clause 2.4 to Subscribers in the manner set out in clause
2.5.

5.

Transmission
The Licensee shall procure that Information shall be in transit at all times. Under no circumstances
shall Information reside in the Third Party Website's computer system or database. In the event that
the Third Party Website requires physical access to Information and/or wishes to make available theInformation in its own name, the Third Party Website shall enter into a separate Market Data Vendor
Licence Agreement with HKEX-IS.

6.

Licence Fees and Payment
Without prejudice and in addition to its obligations under clause 5, the Licensee shall: (i) maintainaccurate records and the location/URL of any Third Party Website that is provided with Third Party
Website Services by the Licensee; and (ii) maintain an independent log record and quote meter for theThird Party Website to keep tally of all quotes requested by the Subscribers. Such log records andquote meter records shall be subject to inspection by HKEX-IS in accordance with clause 5.7.

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7.

Indemnity
Without prejudice and in addition to clause 7.3, the Licensee will at all times hereafter indemnify andkeep HKEX-IS, the Exchanges, all other members of the HKEX Group and all of their directors,
officers, employees or agents effectively indemnified on demand against and in respect of all
liabilities, economic or other losses, damages, costs, claims, suits, demands, fees and expenses ofwhatsoever nature which may be incurred by HKEX-IS, the Exchanges, any other member of the
HKEX Group or any of their directors, officers, employees or agents towards or in relation to any
person or which may be taken, made or claimed against HKEX-IS, the Exchanges, any other memberof the HKEX Group or any of their directors, officers, employees or agents by any person as a resultof or in connection with or arising out of any act, omission, mistake, delay or interruption of theoperators of the Third Party Website, except to the extent of the wilful default, gross negligence or
fraud of HKEX-IS, the Exchanges, any other member of the HKEX Group or any of their directors,
officers, employees or agents.

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THIRD PARTY MOBILE APPLICATION SERVICE ANNEX

1.

Scope of Applicability
This Third Party Mobile Application Service Annex shall supplement and amend clauses 2 to 13, in thecontext of and only to the extent that Licensees are permitted to provide the Information via a Third
Party Mobile Application for dissemination to a Subscriber, but not otherwise. In the event of any
conflict or inconsistency between the paragraphs contained in this Third Party Mobile Application
Service Annex and clauses 2 to 13, the paragraphs contained in this Third Party Mobile Application
Service Annex shall prevail.

2.

Interpretation
In this Third Party Mobile Application Service Annex, unless otherwise expressed or required by thecontext, the following expressions shall have the following meanings:-

3.

Expressions

Meanings“Third Party Mobile Application”

a third party application installed on mobile devices
such as mobile web phones, personal digitalassistants (PDA), and smart phones.

“Third Party Mobile Application Services”

the service of providing Information through a Third
Party Mobile Application for dissemination to a
Subscriber.

Use Restrictions
The Licensee shall procure that the Third Party Mobile Application and/or its provider shall under nocircumstances be entitled to assign, transfer or sub-licence the right to disseminate the Information to
Subscribers, to any other person. Without prejudice and in addition to its rights under clause 4.6,
HKEX-IS shall be deemed to have the same rights under clause 4.6 against the Third Party Mobile
Application and/or its provider.

4.

Mobile Application Restrictions
The Licensee shall ensure that the Third Party Mobile Application prominently displays on the relevant
securities quotation portion of its application, the Licensee's logo and a statement that the Information
is provided by the Licensee. The Licensee shall ensure that the Third Party Mobile Application include
a disclaimer in the same form as the disclaimer set out in clause 2.4 in its terms and conditions and,
where technically possible, transmit the disclaimer set out in clause 2.4 to Subscribers in the manner
set out in clause 2.5.

5.

Transmission
The Licensee shall procure that Information shall be in transit at all times. Under no circumstances
shall Information reside in the Third Party Mobile Application’s computer system or database. In theevent that the Third Party Mobile Application requires physical access to Information and/or wishes tomake available the Information in its own name, the Third Party Mobile Application shall enter into aseparate Market Data Vendor Licence Agreement with HKEX-IS.

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6.

Licence Fees and Payment
Without prejudice and in addition to its obligations under clause 5, the Licensee shall: (i) maintainaccurate records of any Third Party Mobile Application that is provided with Third Party Mobile
Application Services by the Licensee; and (ii) maintain an independent log record and quote meter for
the Third Party Mobile Application to keep tally of all quotes requested by the Subscribers. Such log
records and quote meter records shall be subject to inspection by HKEX-IS in accordance with clause
5.7.

7.

Indemnity
Without prejudice and in addition to clause 7.3, the Licensee will at all times hereafter indemnify andkeep HKEX-IS, the Exchanges, all other members of the HKEX Group and all of their directors,
officers, employees or agents effectively indemnified on demand against and in respect of all
liabilities, economic or other losses, damages, costs, claims, suits, demands, fees and expenses ofwhatsoever nature which may be incurred by HKEX-IS, the Exchanges, any other member of the
HKEX Group or any of their directors, officers, employees or agents towards or in relation to any
person or which may be taken, made or claimed against HKEX-IS, the Exchanges, any other memberof the HKEX Group or any of their directors, officers, employees or agents by any person as a resultof or in connection with or arising out of any act, omission, mistake, delay or interruption of theoperators of the Third Party Mobile Application, except to the extent of the wilful default, grossnegligence or fraud of HKEX-IS, the Exchanges, any other member of the HKEX Group or any of theirdirectors, officers, employees or agents.

Version 2017-12BASIC MARKET PRICES SERVICE ANNEX
1.

Scope of Applicability
This Basic Market Prices Service Annex shall supplement and amend clauses 2 to 13, in the context of andonly to the extent that Licensees are permitted to use the Basic Information for provision of the Basic Market
Prices Service according to the terms set out in this Annex. In the event of any conflict or inconsistency
between the paragraphs contained in this Basic Market Prices Service Annex and clauses 2 to 13 in relation to
the use of the Basic Information for provision of the Basic Market Prices Service, the paragraphs contained inthis Basic Market Prices Service Annex shall prevail.

2.

Interpretation
In this Basic Market Prices Service Annex, unless otherwise expressed or required by the context, the following
expressions shall have the following meanings:-

3.

Expressions

Meanings“Basic Information”

Information which has been processed to be madeavailable to Subscribers pursuant to this Annex and more
specifically stated in paragraph 4.1.

“Basic Market Prices Service”

the service of providing real-time Basic Information within
the scope of the Permitted Purpose.

“BMP Sub-Licensee”

a third party which has been granted a sub-licence by the
Licensee and approved by HKEX-IS pursuant toparagraph 4.3 below.

“BMP Third Party Website”

a third party's Internet website where the Basic Market
Prices Service is provided.

“BMP Third Party Website Service”

the service offered through a BMP Third Party Website,
as more particularly set out in paragraph 5 below and theMemorandum of Permitted Purpose.

“Service Platform”

means any website, mobile web, mobile phone, personal
assistant device, smart phone application, interactive TV,
pager and any other platform approved by HKEX-IS.

Clauses Disapplied
Where the Licensee provides the Basic Market Prices Service, clauses 4.3, 5.7, paragraphs 4.1, 5 and 6 of
Schedule 5 (License Fees) shall not apply, but only in respect of the Basic Market Prices Service.

4.

Service and Use Restrictions

4.1

Basic Information shall be comprised of the following data content for the relevant markets:
4.1.1

Securities Market: nominal/last traded price, closing price, today’s high/low prices, trading volume,
turnover value, Indicative Equilibrium Price (IEP) and Indicative Equilibrium Volume (IEV) during thepre-opening session of individual securities on the Stock Exchange.

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4.1.2

Derivatives Market: last traded price, closing price, high/low price, trading volume & turnover ofindividual futures and options contract series on the Futures Exchange as well as individual stock
options contract series on the Stock Exchange.

4.2

The Licensee may access and use the Basic Information and disseminate the Basic Information to
Subscribers according to the Memorandum of Permitted Purpose and paragraph 5 below, provided that it
pays to HKEX-IS all applicable Licence Fees. Except as otherwise permitted in clause 4.7 and paragraphs
4.3 and 4.4 below, the Licensee may not assign, transfer or sub-licence the right to disseminate the Basic
Information to any other person.

4.3

In respect of the Basic Market Prices Service, in addition to clause 4.7.2 and as amended below, theLicensee may sub-licence the right to disseminate Basic Information to such other third parties which havean established business relationship with the Licensee to provide support for Licensee’s provision of the
Basic Market Prices Service, and are approved in advance in writing by HKEX-IS (the details of approved
third parties are more particularly set out in the Appendix of this Annex, as amended from time to time).
HKEX-IS shall have complete discretion as to the terms on which it agrees to such sub-licence. Without
prejudice to the foregoing, unless expressly otherwise agreed by HKEX-IS:(i)the Licensee shall give HKEX-IS prior notice of the sub-licensing together with evidence, to thesatisfaction of HKEX-IS, that the sub-licensee has an established business relationship with the
Licensee,(ii)

the sub-licence shall terminate upon the termination of the business relationship between the third
party and the Licensee,(iii)

the sub-licence shall impose on the third party all the restrictions and obligations imposed on the
Licensee by this Agreement relating to the use and dissemination of the Basic Information exceptthat no such third party shall be liable to pay any Licence Fees in addition to those payable by the
Licensee pursuant to sub-paragraph (vi),(iv)

the Licensee shall, as part of its obligations under clause 5.6, procure that HKEX-IS shall bedeemed to have the same rights under clause 5.6 against a BMP Sub-Licensee,(v)

the Licensee shall be personally liable hereunder for any breach by such third party of such
restrictions or obligations, so that such breach shall be treated as a breach of this Agreement by
the Licensee, and(vi)

the Licensee shall, as part of its obligations under clause 5 , be directly respons ible for providing
payments and statements on behalf of any such third party as well as for itself, by way of a single
consolidated statement which consolidated statement shall nevertheless also provide abreakdown of relevant payments and other information ascribable to each third party.

For the avoidance of doubt, notwithstanding the aforesaid, clause 4.7.2 (iii) shall not apply to the Basic
Market Prices Service at any time.
4.4

In respect of the Basic Market Prices Service, in addition to clause 4.7.1, the Licensee may only sub-licence theright to disseminate the Basic Information to such Related Companies which are approved in advance in writing
by HKEX-IS (the details of approved Related Companies are more particularly set out in the Appendix of thisAnnex, as amended from time to time). HKEX-IS may, in respect of any sub-licence granted to Related
Companies for the Basic Market Prices Service, at any time by notice in writing given to the Licensee either
require the Licensee to terminate such sub-licence or impose further conditions in respect of such sub-licence.

4.5

For the avoidance of doubt, the Licensee is charged on the basis of a monthly flat fee for the provision of the
Basic Market Prices Service on its own Service Platforms, which include the Service Platforms of Related
Companies and of any BMP Sub-Licensee. If the Basic Market Prices Service is offered on a website

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registered in the name of or owned by a third party or on a webpage of Licensee’s website or that shares thesame URL of the Licensee, which webpage is prominently branded as the service of a third party, it shall beconsidered a BMP Third Party Website Service as specified in detail in paragraph 5 below and shall be subject
to payment of a Subscriber Fee per website as specified in the Memorandum of Permitted Purpose.
4.6

Any update of the data content of the BMP Service shall only be provided on snapshot basis. For the
avoidance of doubt, snapshot basis means that a Subscriber may only manually request the Basic
Information of a selected security, futures contract or options contract per request and the command formaking a request shall be contained within the Licensee’s Service Platform.

5.

BMP Third Party Website Service

5.1

The Licensee shall procure that the BMP Third Party Website shall under no circumstances be entitled toassign, transfer or sub-licence the right to disseminate the Basic Information to Subscribers, to any otherperson. Without prejudice and in addition to its rights under clause 4.6, HKEX-IS shall be deemed to have thesame rights under clause 4.6 against the BMP Third Party Website.

5.2

The Licensee shall ensure that the BMP Third Party Website prominently displays on the relevant quotation
portion of its website, the Licensee's logo and a statement that the Basic Information is provided by the
Licensee. The Licensee shall ensure that the BMP Third Party Website includes a disclaimer in the same form
as the disclaimer set out in clause 2.4 in its terms and conditions and, where technically possible, transmit thedisclaimer set out in clause 2.4 to Subscribers in the manner set out in clause 2.5.

5.3

The Licensee shall procure that the Basic Information shall be in transit at all times. Under no circumstances
shall Basic Information reside in the BMP Third Party Website's computer system or database. In the event thatthe BMP Third Party Website requires physical access to Basic Information and/or wishes to make available the
Basic Information in its own name, the BMP Third Party Website shall enter into a separate Market Data
Vendor Licence Agreement with HKEX-IS.

5.4

Without prejudice and in addition to its obligations under clause 5, the Licensee shall maintain accurate records
and the location/URL of any BMP Third Party Website that is provided with BMP Third Party Website Service
by the Licensee.

5.5

Without prejudice and in addition to clause 7.3, the Licensee will at all times hereafter indemnify and keep
HKEX-IS, the Exchanges, all other members of the HKEX Group and all of their directors, officers, employees
or agents effectively indemnified on demand against and in respect of all liabilities, economic or other losses,
damages, costs, claims, suits, demands, fees and expenses of whatsoever nature which may be incurred by
HKEX-IS, the Exchanges, any other member of the HKEX Group or any of their directors, officers, employees
or agents towards or in relation to any person or which may be taken, made or claimed against HKEX-IS, theExchanges, any other member of the HKEX Group or any of their directors, officers, employees or agents byany person as a result of or in connection with or arising out of any act, omission, mistake, delay or interruptionof the operators of the BMP Third Party Website, except to the extent of the wilful default, gross negligence or
fraud of HKEX-IS, the Exchanges, any other member of the HKEX Group or any of their directors, officers,
employees or agents.

Version 2017-12

APPENDIX to the BASIC MARKET PRICES SERVICE ANNEX
Related Companies of the Licensee approved for offering the Basic Market Prices Service:
Company Name

Address

Relationship with the Licensee(with percentage stake)

Address

Description of Business
Relationship with the Licensee

N/A

BMP Sub-Licensees:
Company Name
N/A

Version 2017-12

HOSTING ANNEX
1.

Scope of Applicability
This Hosting Annex shall supplement and amend clauses 2 to 13, and the applicable Direct
Connection Annex and/or Indirect Connection Annex as set out in Schedule 3, in the context of andonly to the extent that Licensees receive Information sourced from HKEX Service Network (“HSN”) via
a Direct Connection and/or Indirect Connection. In the event of any conflict or inconsistency between
the paragraphs contained in this Hosting Annex and clauses 2 to 13 in relation to Information received
from a Direct Connection and/or Indirect Connection, the paragraphs contained in this Hosting Annex
shall prevail.

2.

Interpretation
In this Hosting Annex, unless otherwise expressed or required by the context, the following
expressions shall have the following meanings:Expressions

Meanings“Direct Connection”

a direct connection to HKEX-IS’s computer information
systems.

“Direct Connection Licensee”

a Licensee which has been granted the permission to receive
Information from a Direct Connection.

“Indirect Connection”

a connection to receive Information from HKEX-IS’s computer
information systems through a Direct Connection Licensee.

“Indirect Connection Licensee”

a Licensee which has been granted the permission to receive
Information from an Indirect Connection.

“HKEX Service Network” or “HSN”

a connection to computer information systems by the HKEXGroup at the Hosting Site.

“Hosting Site”

the designed floors or area within the premises located at 1
Chun Ying Street, Tseung Kwan O Industrial Estate, Tsueng
Kwan O, New Territories, Hong Kong where the HKEX Service
Network is provided by HKEX Hosting Services Limited.

3.

Licence Fees and Payments

3.1

Direct Connection Licensee shall obtain approval from HKEX-IS before supplying a Datafeed
with relevant Information sourced from HSN to the Indirect Connection Licensee’s computer
information systems located at the Hosting Site. If at any time that Direct Connection Licensee
ceases to supply a Datafeed with relevant Information sourced from HSN to the Indirect
Connection Licensee’s computer information systems located at the Hosting Site, the Direct
Connection Licensee undertakes to immediately notify HKEX-IS in writing of the name of the
Indirect Connection Licensee, details of the relevant Datafeed and the effective cessation date.

3.2

Indirect Connection Licensee shall obtain approval from HKEX-IS before receiving a Datafeed
with relevant Information sourced from HSN from the Direct Connection Licensee via computer

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information systems located at the Hosting Site or any other Direct Connection Licensee
approved under paragraphs 4.1 or 4.3 of the Indirect Connection Annex. If at any time thatIndirect Connection Licensee ceases to receive a Datafeed with relevant Information sourced
from HSN from the Direct Connection Licensee via computer information systems located at the
Hosting Site, the Indirect Connection Licensee undertakes to immediately notify HKEX-IS in
writing of the name of the Direct Connection Licensee, details of the relevant Datafeed and theeffective cessation date.
3.3

If the Licensee commences or ceases to supply Information sourced from HSN to any
Subscriber’s computer information systems directly within the Hosting Site, the Licensee
undertakes to immediately notify HKEX-IS in writing the name of the Subscriber, details of theInformation so supplied to the Subscriber and the effective commencement or cessation date.