- GoldenSource Corporation (“GoldenSource”) has developed products (each, a “Connection”) which reduce the implementation time and complexity of managing data supplied by market data vendors (each, a “Vendor”) that provide indicative data on securities issues, corporate actions, pricing, ratings information, and other data used by financial services institutions. Connections facilitate the automated receipt, validation and mapping of Vendor data into the GoldenSource Datamodel (“Datamodel”) and enable visualization of data within a common user interface. Connections also facilitate the delivery of key components of feed-based Vendor products including file formats, business content, communication protocols, and management of domain value changes. Connections implement certain Vendor data content into the Datamodel and support certain functionality of Vendor products (“Coverage”), which Coverage may vary among individual Connections. GoldenSource provides Coverage as specified in the documentation/fact sheet for each Connection. All maintenance and support services for Connections (the “Services”) that GoldenSource provides to customers (each, a “Customer”) are dependent upon Vendor policies and the level of assistance GoldenSource receives from Vendors, if any, which is subject to change at any time. As a result, additional terms and conditions may apply to individual Connections, as set forth in the GoldenSource Connection Services Operations Guide (the “Operations Guide”) for such Connection. GoldenSource is prohibited from providing Services for a Connection where the Customer is not a subscriber to the applicable Vendor data feed. Compliance with applicable Vendor licenses are the sole responsibility of Customer.
This Connection Services Policy (the “Policy”) applies to Customers purchasing the Services. GoldenSource provides only Limited Support (as defined in Section 4 below) for Customers that have licensed a Connection without purchasing the Services.
This Policy provides Connection Services for Vendor-related issues only. Provided that Customer has contracted and paid for Maintenance Services for the GoldenSource Licensed Software, Exhibit B (“Standard Maintenance Services – Terms and Conditions”) of this Agreement applies to any other maintenance and support issues for Connections (including help desk services, telephone support, issue response/resolution unrelated to Vendor issues, Specified Location Assistance), except any Connection which is subject to Limited Support (as defined in Section 4 below). Section 8 of Exhibit B (“Releases; Versions”) also applies to Connections, as described in Section 4 of this Policy, except any Connection which is subject to Limited Support. Notwithstanding the foregoing, in the event of a conflict between Exhibit B and this Policy, this Policy shall apply.
- Classifications of Data Format and Infrastructure Changes: Vendor-initiated changes may impact how data is validated or mapped into the Datamodel. GoldenSource classifies Vendor-initiated changes to Vendor products (“Vendor Changes”) according to the impact on the corresponding Connection. Vendor Changes fall into one of the following four categories: No Effect, Mandatory Change (required in order to maintain the same level of functionality of the Connection that existed before the Vendor Change), Optional Change (implemented at GoldenSource’s discretion) and Future Content Enhancement (implemented at GoldenSource’s discretion). Further information on these categories can be found in the Operations Guide, to be provided upon request.
- Connection Services for Vendor Changes: GoldenSource will use commercially reasonable efforts to advise Customers of announced Vendor Changes that impact existing Connections, as follows:GoldenSource will publish a confirmation (“Confirmation”) to Customer that GoldenSource has received the Vendor Change notice.
Following the receipt of a Vendor Change notice, GoldenSource will perform an initial impact analysis for Supported Connections (as defined in Section 4 below). The results of this analysis will be communicated to Customer (“Notification”) so that Customer can identify relevant implications beyond the Connection itself (such as data usage and interpretation within custom screens or publishing).
GoldenSource endeavors to provide timely delivery of a Connection configuration change or object code change (“Connection Updates”) to accommodate Mandatory Vendor Changes with the objective of keeping the load process for the Connection functioning. More information on these procedures can be found in the Operations Guide.
GoldenSource will handle unannounced Vendor Changes on a reasonable efforts basis. If such a Vendor Change is encountered either within GoldenSource’s own testing facilities or reported from a Customer implementation, GoldenSource will endeavor to provide the related assessment and solution sooner than as stated in the procedures for announced Vendor Changes (which are set forth in this Policy and the Operations Guide).
- Services for Versions/Releases of Connections: The GoldenSource standard software Release naming convention is Version.Release.Service Pack.Patch. For example, Version 7, Release 3, Service Pack 3 and Patch 1 will be designated as 18.104.22.168. The terms Version, Release, Service Pack and Patch shall be as defined in Section 8 of Exhibit B of this Agreement.Recognizing that Customers have complex deployment schedules, GoldenSource provides Connection Updates for the current and immediately prior Release of the current and immediately prior Version for Mandatory Vendor Changes, provided that Customer has installed the most current Service Pack and Patch of such Release (“Supported Connection”).
For Connections on Versions/Releases outside this eligibility, GoldenSource continues to provide Limited Support to ensure that Customers deciding to remain temporarily on an older Version/Release are informed of Connection Updates that are performed on the Supported Connection. “Limited Support” shall mean Confirmations and Connection Notifications only.
If a Connection has not been deployed on a particular previous Release by any Customer, GoldenSource may provide only Limited Support for such Connection.
- Limitation of Services: The degree to which GoldenSource receives information and test data directly from a Vendor for a given data feed is dependent upon each Vendor, and limitations imposed by certain Vendors regarding availability of test data and change notifications provided to GoldenSource. GoldenSource has established and maintains written agreements with a number of Vendors in order to obtain at least the same level of notification and test data such Vendors supply their own customers. As a matter of policy, specific Vendors may refuse to provide sufficient test data or change notifications to software vendors. A Customer will be required to provide cooperation and assistance to GoldenSource, including notifications from Vendors and test data, to assist GoldenSource in the final onsite deployment process for such Vendor’s products, where sufficient test data is not available directly.This Policy sets forth GoldenSource’s entire Services for Connections in regard to Vendor Changes and older Version/Releases.
No Connection Updates will be delivered for Connections running on Versions/Releases under Limited Support (whether for Vendor Changes or any other reason).
- Customer Responsibility: Customers must remain current on all Service Packs and Patches for Connections. This includes periodic Releases of Optional changes. GoldenSource will deliver all Connection Updates to all Customers that have licensed Connections and have contracted and paid for the Services as of the delivery date for such Connection Updates. If Customer, for valid business reasons (e.g., year end code freeze), cannot immediately implement a Connection Update, it is Customer’s responsibility to stage such Connection Update in a test environment and implement it as soon as practicable into its production environment.As noted in Section 5 above, a Customer may be required to supply change notifications and/or to work directly with GoldenSource to provide complete test data coverage.
- Termination of Services: If GoldenSource withdraws a particular Connection from receiving Services, GoldenSource will endeavor to continue to supply Services for such Connection for Mandatory Vendor Changes for a period of up to one (1) year.
- Annual Revision: GoldenSource may revise this Policy on at least an annual basis. Customers will receive a notice announcing any changes to this Policy (such changes to be effective as of the date set forth in such notice).