Feb 2023
Terms |
Definition |
Air Freight Data |
The indices and other parts of the Baltic Data relating to air freight rates |
Baltic |
The Baltic Exchange Limited and its affiliates, including BEISL |
Bulk Ocean Freight Data |
The indices and other parts of the Baltic Data relating to bulk ocean freight rates |
Baltic Authorised Firm |
A firm which is authorised by the Baltic to supply Baltic Data as listed on the Baltic’s Website, and which shall include without limitation: (i) with respect to Ocean Freight Data, the Baltic Panellists pursuant to Clause 3.2 below; (ii) with respect to the Air Freight Data, TAC Index; (iii) with respect to the Container Ocean Freight Data, Freightos Limited; and (iv) Channel Partners, pursuant to Clause 4 below |
Baltic Data |
As defined in the Terms, and which shall include: (i) Air Freight Data; (ii) Bulk Ocean Freight Data; (iii) Container Ocean Freight Data; and (iv) any other categories or segments of data published by the Baltic from time to time |
BEISL |
Baltic Exchange Information Services Limited |
Channel Partner |
A company that partners with the Baltic Exchange to market or sell Baltic Data under a restricted Data Licence The categories include: Media Partner - a company which publishes Baltic Data through media to its users; Analytical Partner – a company which uses the Baltic Data for internal research and development, and for inclusion in its periodic reports which may be published and distributed to external third parties; Quote Vendor (QV) – a company which uses, processes and disseminates the Baltic Data through its information systems for reception by its customers; Independent Software Vendor (ISV) – A company which processes and disseminates the Baltic Data through its software for reception by Baltic Members and Subscribers |
Channel Partner Licence |
A licence to use Baltic Data on the terms set out in Clause 4 |
Container Ocean Freight Data |
The indices and other parts of the Baltic Data relating to Container Ocean Freight |
Full Baltic Data Licence |
A licence to use Baltic Data on the terms set out in Clause 2.3 |
Guide to Market Benchmarks |
The guide to market benchmarks published by the Baltic to govern the collection, calculation and publication of Baltic Data, as amended by the Baltic from time to time |
Headline Data |
As defined or described in Appendix 1 of the Guide to Market Benchmarks with respect to Bulk Ocean Freight Data or other equivalent document with respect to other Baltic Data as may be published by the Baltic from time to time |
Member |
As defined in the Terms |
Member Subscriber |
A Subscriber who is also a Member |
Non-Display Usage |
Non-display Usage is the access to Baltic Data for purposes other than display and covers any method of accessing market data that involves automated access or machine usage. (see Para 4.4.4(b)) |
Non-Member Subscriber |
A Subscriber who is not a Member |
Panellist Licence |
A licence to use Baltic Data in the Panellist Segments on the terms set out in Clause 3.2 |
Panellist Segment/s |
As defined in Clause 3.2.1 |
Relevant Data |
As defined in the Terms |
Restricted Baltic Data Licence |
A licence to use Headline Data on the terms set out in Clause 2.2 |
Settlement Licence |
A licence to use Baltic Data for the settlement of physical or non-cleared financial contracts on the terms set out in Clause 2.4 |
Subscriber |
As defined in the Terms |
Terms |
The Baltic Exchange Terms and Conditions, as posted on the Website from time to time
|
Website |
The website of the Baltic, being located at balticexchange.com or such other URL as used by the Baltic from time to time |
1. Baltic Data
1.1. This Policy sets out the terms under which Baltic Data is provided. It is made available by the Baltic on the Website, and any person who contributes data to the Baltic, or who accesses, receives, uses, distributes or otherwise handles Baltic Data (all of the foregoing referred to as “handling” of Baltic Data) will do so subject to these terms, and shall be deemed to have accepted these terms upon such handling of Baltic Data.
1.2. Baltic Member Subscribers and Non-member Subscribers have access to a range of indices and other market data produced by the Baltic. Baltic Ocean Bulk data is compiled using assessments supplied by Baltic Panellist Brokers (“Panellist”) and other market information. Baltic FBX and BAI indices are produced in conjunction with third party calculating agents
1.3. Any and all intellectual property rights (“IPR”) in and to the Baltic data are the property of BEISL. This Agreement does not constitute an assignment of any copyright or any other IPR whatsoever in respect of Baltic Data but constitutes only a limited, non-transferable, non-sublicensable and non-exclusive licence to use, store and process Baltic Data and to re-licence to use, store and process Baltic Data and to re-distribute it ONLY to the extend specifically permitted under the terms of the level of your subscription (e.g. Full Baltic data Licence or Restricted Baltic Data Licence).
The licence granted shall continue in force for the duration of your continued subscription subject to prior termination in accordance with Clause 3.1 of the Terms, or Clause 1.5 of this Policy.
1.4. In the event that you enter into any definitive agreement with the Baltic for the grant of any licence to Baltic Data, the terms of such agreement shall be read in conjunction with this Policy and this Policy shall form a part of such agreement. The terms of the definitive agreement shall prevail in the event of any conflict between the terms of the definitive agreement and this Policy.
1.5. Any licence or permission to use Baltic Data which has been granted by the Baltic is subject to your continued compliance with (i) this Policy, (ii) The Terms, (iii) any definitive agreement entered into with the Baltic, (iv) any and all applicable law, and (v) the directions of the Baltic with respect to use of such Baltic Data, and the Baltic reserves the right to terminate your licence or permission to use Baltic Data with immediate effect in the event of a breach of any of the foregoing.
1.6. To the fullest extent permitted by law, the Baltic:
1.6.1. expressly excludes any guarantee, warranty, condition, term, representation or undertaking of any kind, express or implied, statutory or otherwise, relating to the Baltic Data or any other data supplied or services provided under or in connection with the Policy or the Terms, including the condition, satisfactory quality, performance, merchantability or fitness for purpose of the Baltic Data at any time;
1.6.2. makes no guarantee, warranty, representation or undertaking, express or implied, as to the originality, accuracy, correctness, timeliness or completeness of any of the values stated in the Baltic Data;
1.6.3. does not guarantee the uninterrupted or un-delayed calculation or dissemination of the Baltic Data and shall not be liable to the Subscriber for any loss or expense howsoever incurred as a result of any interruption to the supply of Baltic Data;
1.6.4. makes no guarantee, warranty, representation or undertaking, express or implied, as to results obtained or to be obtained by any person from the use of Baltic Data;
1.6.5. makes no guarantee, warranty, representation or undertaking, express or implied, that the Baltic Data accuracy reflects past, present, or future market performance.
1.7. The Baltic shall not be responsible or liable for any indirect, special, market, trading, economic, or consequential loss, damage, cost or expense of any kind whatsoever and howsoever caused, whether arising under contract, tort (including negligence) or otherwise, including market losses, trading losses or loss of profit incurred by or in connection with the Baltic Data. The total liability of the Baltic to any Subscriber under or in relation to this Policy or the Baltic Data, whether in contract, tort (including negligence) or any other cause of action, shall be limited to the equivalent of twelve (12) months’ fees payable by the Subscriber to the Baltic.
2. Types of Licenses
2.1 Licences to Baltic Data can be obtained from the Baltic, or from Baltic Authorised Firms. The licences which can be granted by each entity, and their respective rights and conditions, are set out below.
2.2. Restricted Baltic Data Licence
2.2.1. Subscriber who is granted a Restricted Baltic Data Licence shall be entitled to the following:
a) access to Headline Data at the time of publication; and
b) rights to use headline Data in the internal day-to-day business of the Subscriber.
2.2.2 In addition to the above, a Member Subscriber who is granted a Restricted Baltic Data Licence enjoys the following:
a) rights to pass on Headline Data to clients after 1700 hours London time on the date of publication, on the condition that a copyright notice is included on behalf of BEISL (wording can be obtained from the Baltic); and provided that such Member Subscriber is responsible for ensuring that its client to which Baltic Data is passed onto, is aware that they may only store and use the Baltic Data to the extent specifically permitted and may NOT copy or redistribute the Baltic Data in any form; and
b) rights to display Headline Data on their intranet and a password protected area of their company website subject to first having obtained written permission from the Baltic.
2.2.3 A Restricted Baltic Data Licence does NOT grant rights to, and a Subscriber who is granted a Restricted Baltic Data Licence shall NOT:
a) pass Baltic Data on to any third parties (other than a Member Subscriber’s right under Clause 2.2.2(a) above), including, but not limited to, news agencies, journalists, publications and research organisations;
b) display Baltic Data on any intranet or public website (other than a Member Subscriber’s right under Clause 2.2.2(b) above);
c) use or permit their clients to use Baltic Data to create derived data, including pricing data or other information that would be created in whole or in part from Baltic Data, including for the purposes of creation of any product or service which seeks to track or match the values or performance of all or any substantial part of Baltic Data or for the purposes of creation, operation, clearing or settlement of any indices;
d) use or permit their clients to use Baltic Data to calculate financial settlement prices for physical or uncleared derivate freight contracts.
2.3 Full Baltic Data Licence
2.3.1 A Subscriber who is granted a Full Baltic Data Licence shall be entitled to the following with respect to the relevant sectors subscribed:
a) access to all Baltic Data (including Headline Data) at the time of publication;
b) rights to use Baltic Data in the internal day-to-day business of the Subscriber;
c) rights to use, first having obtained written permission from the Baltic, in their day-to-day business with its clients, data derived from Baltic Data such as market reports, analysis and charts, and display the data derived from Baltic Data so long as the underlying Baltic Data is not visible or available to their clients, and provided that such data derived from Baltic Data attributes the source as “Baltic Exchange”.
2.3.2 In addition to the above, a Member Subscriber who is granted a Full Baltic Data Licence enjoys the following:
a) rights to pass on Headline Data ONLY to its clients on the same terms as set out in Clause 2.2.2(a) above, and provided always that the Member Subscriber is responsible for ensuring that its client to which Baltic Data is passed onto holds a Full Baltic Data Licence also; and
b) rights to display Baltic Data on their intranet and only Headline Data on a password protected area of their company website subject to having first obtained written permission from the Baltic.
2.3.3 A Full Baltic Data Licence does NOT grant rights to, and a Subscriber who is granted a Full Baltic Data licence, shall NOT:
a) pass Baltic Data or Headline Data onto any other third parties (other than a Member Subscriber’s right under Clause 2.3.2(a) above) including, but not limited to, news agencies, journalists, publications and research organisations;
b) display Baltic Data on any intranet or public website (other than a member Subscriber’s right under Clause 2.3.2(b) above);
c) other than the narrow purpose of Clause 2.3.1(c), use or permit their clients to use Baltic Data to create derived data including pricing data or other information that would be created in whole or in part from Baltic Data, including for the purposes of creation of any financial product or service which seeks to track or match the values or performances of all or any substantial part of Baltic Data or for the purposes of creation, operation, clearing or settlement of any indices;
d) use or permit their clients to use Baltic Data to calculate financial settlement prices for physical or unclear derivative freight contracts.
2.4 Settlement Licence – Baltic Data Financial and Physical Settlement Licence
A Settlement Licence can be obtained from:
a) a Panellist (nominated as the broker of a Bulk Ocean Freight contract to be settled); or
b) the Baltic.
2.4.1 A Subscriber who obtains a Settlement Licence from the Baltic must first subscribe to and maintain a Full Baltic Data Licence, and all other requirements imposed by the Baltic from time to time. The Settlement Licence shall automatically terminate upon termination of such Full Baltic Data Licence.
2.4.2 A Settlement Licence may be granted for use of Baltic Data for the settlement of (a) physical freight contracts; and/or (b) non-cleared derivative freight contracts. The grant of Settlement Licence for one of the foregoing purposes does not automatically grant a right for the other purpose, and the Subscriber shall be required to notify the Baltic of the relevant purpose and pay the relevant fees applicable.
2.4.3 A Subscriber who is granted a Settlement Licence shall be entitled to use Baltic Data to calculate financial settlement prices for physical or non-cleared derivative freight contracts (depending on the type of Settlement Licence which has been granted by the Baltic), provided always that all counterparties have a Settlement Licence for the entire duration of the relevant contract requiring financial or physical settlement (except where a Panellist Broker has given written permission (see Clause 4.2.3 below);
2.4.4 the above right includes, but is not limited to, the following contracts: Time and Voyage Charterparties, Contracts of Affreightment and FFA agreements that are not given up for clearing.
2.4.5 For the avoidance of doubt, Baltic Data for financial settlement of physical and financial contracts can also be supplied by a Panellist (see Clause 4.2.3(b) below).
2.4.6 Subscribers must ensure that a clause substantially similar to the following is incorporated into the contract confirming both parties have valid access to a Baltic Data Settlement Licence for the term of the contract:
“Clause xx Baltic Data Settlement Licence”
“Owners and Charterers warrant that, for the currency of this Charterparty, they each have a Baltic Data Settlement Licence or written permission from a Baltic Panellist to use Baltic Data supplies in whole or part by the Panellist, to calculate price settlement.”
3 Authorised Sources for Baltic Data Licence
3.1 Licences for Baltic Data can be obtained from:
a) Directly from the Baltic; or
b) Through a Baltic Authorised Firm.
3.2 Ocean Freight Data – Panellist Distribution Rights Licence
3.2.1 A Panellist can supply its clients with Baltic Data only in the segment(s) for which the Panellist supplies Relevant Data to the Baltic (“Panellist Segment/s”). The segments are Bulk Ocean Freight, Data, Dry Bulk, Tankers, Gas, SnP, Demolition and FFA.
3.2.2 On the day of publication, a Panellist can provide Ocean Freight Data only in the Panellist Segment and only three (3) hours after publication or at 1700 hours, whichever is the sooner.
3.2.3 A client of a Panellist receiving Ocean Freight Data from the Panellist under Clause 4.2.1 shall be entitled to the following:
a) rights to use Ocean Freight Data in the internal day-to-day business of the client; and
b) rights to use Ocean Freight Data to calculate financial settlement prices for physical and uncleared derivative freight contracts. Having received written permission of the Panellist to do so.
3.2.4 Any client of a Panellist receiving Ocean Freight Data from the Panellist under Clause 4.2.1 shall NOT, and the Panellist shall ensure that client does NOT:
a) copy or redistribute the Ocean Freight Data supplied to them in any form;
b) pass Ocean Freight Data onto any other third parties, including, but not limited to, news agencies, journalists, publications and research organisations;
c) display Ocean Freight Data on any intranet or public website;
d) use Ocean Freight Data to create derived data, including pricing data or other information that would be created in whole or in part from Ocean Freight Data, including for the purposes of creation of any financial product or service which seeks to track or match the values or performance of all or any substantial part of Ocean Freight Data or for the purpose of creation, operation, clearing or settlement of any indices.
4. Channel Partners – Channel Partner Licence
4.1 Baltic Data supplied by a Channel Partner is subject to the Channel Partner’s terms and conditions, and may only be used in ways permitted by such terms and conditions, and in accordance with the Baltic’s grant of rights to the Channel Partner. Any right to use Baltic Data supplied by a Channel Partner shall automatically terminate upon the termination of such Channel Partner’s licence.
4.2 Any person receiving Baltic Data from a Channel Partner shall NOT, and the Channel Partner shall ensure that such person does NOT:
a) copy or redistribute the Baltic Data supplied to them in any form;
b) pass Baltic Data onto any other third parties, including, but not limited to, news agencies, journalists, publications and research organisations;
c) display Baltic Data on any intranet or public website;
d) use Baltic Data to create derived data, including pricing data or other information that would eb created in whole or in part from Ocean Freight Data, including for the purposes of creation of any financial product or service which seeks to track or match the values or performance of all or any substantial part of Ocean Freight Data or for the purpose of creation, operation, clearing or settlement of any indices;
e) use Baltic Data to calculate financial settlement prices for physical or unclear derivative freight contracts.
4.3 Independent Software Vendors (ISV) – Conditions for ISV
4.3.1 An ISV shall be required to obtain a licence from the Baltic and comply with this Baltic Data policy if it:
a) Provides a software platform which
(i) Is designed or marketed to be used with Baltic Data; or
(ii) The ISV knows or ought to know is actually being used with Baltic Data; or
b) Supplies Baltic Data through the platform, whether directly or indirectly, and whether such data is used for display purposes or is processed for the supply or other data or services
4.3.2 An ISV which is bound under Clause 4.3.1(a) above shall be required to:
a) ensure that any customer which procures its services containing Baltic Data has a valid licence for Baltic Data;
b) verify that such customer is authorised by the Baltic to obtain the ISV’s services containing Baltic Data;
c) obtain an annual declaration from such customer that it continues to maintain a valid licence for the Baltic Data and that its use of the ISV’s services containing Baltic Data does not exceed its Baltic Data Licence; and
d) terminate any support for use of Baltic Data by such customer in the event that it becomes aware that such customer no longer has a valid licence for Baltic Data.
4.3.3 Conditions for Users of ISV Services
Any person that uses a software platform provided by an ISV which falls under Clause 4.4.1(a) above or who otherwise processes Baltic Data through such software platform must have a valid licence for Baltic Data.
4.4 Quote Vendors (QV’s)
4.4.1 A QV shall be required to obtain a license from the Baltic and comply with this Baltic Data Policy, where the QV receives composite data from Baltic for the purpose of using, processing and disseminating the information contained therein through its information systems for reception by its customers. The licence granted by the Baltic to a QV shall be governed by the terms of any definitive agreement entered into by the Baltic and the QV and this Data Policy. In the event of any conflict, the terms of the definitive agreement shall prevail.
4.4.2 A licence granted by a QV to its customers shall not include a licence for non-display usage, unless such customer complies with Clause 4.4.4 below.
4.4.3 Data distribution reporting
QV’s shall complete and return to Baltic a monthly usage report for customer usage. Charges are payable per unique user ID or device. This shall include all unique users who receive data either directly or via a data pipe.
4.4.4 Data distribution via a data pipe for non-display usage
(a) Each customer of a QV that receives Baltic Data via a data pipe from the QV, and that wishes to obtain a licence for non-display usage of such Baltic Data is required to provide a customer declaration of non-display usage to the Baltic, in such form as shall be prescribed by the Baltic from time to time. Thereafter a monthly submission of usage report is required to be sent directly to the Baltic by the customer
(b) Non-display usage is the access to Baltic Data for purposes other than display and covers any method of accessing Market Data that involves automated access or machine usage. This would include, but not limited to, trading or non-trading based applications used for any automated/semi-automated calculation, algorithm/program trading (e.g. black box), price referencing, risk management, portfolio management, compliance applications and data used for quantitative analysis, fund administration, etc.
(c) Market data charges for non-display are payable per each application usage purpose, per market datafeed site. Where the same application is used at multiple sites, each site must be reported. Where multiple non-display applications are used at one site, all applications at that site must be reported.
5. Audit Rights
5.1 An independent auditor nominated by the Baltic, shall have the right, upon seven days’ written notice, to carry out an audit of your records and any of your systems used in connection with or relating to Baltic Data in order to verify that your use of Baltic Data is in accordance with the terms of this Policy, including if you do not subscribe to the Baltic for Baltic Data but may receive it regularly or occasionally from another source, and you agree to permit an independent auditor nominated by the Baltic, to have access to your premises, records and systems to the extent necessary to carry out such audit.
5.2 In exercising its audit rights under this clause, the Baltic shall have regard to observing your reasonable security arrangements.
6. Submission of Data
6.1 Any person who submits data to the Baltic for the production of any Baltic Data (“Submitter”) shall ensure that the Baltic has full rights to publish such data.
6.2 The submitter represents, warrants and undertakes to the Baltic that:
6.2.1 all requisite consents, waivers and permissions necessary for the Baltic to publish the data provided by the Submitter have been duly obtained, and publication by the Baltic will not be in breach of any obligations or applicable law;
6.2.2 the Submitter indemnifies and holds the Baltic harmless against all lost, damage, claim, liability, expense or costs suffered or incurred by the Baltic in connection with its publication of the data provided by the Submitter.
Change History
Document Owner: Compliance
Stakeholders: Compliance, Executive Management, IT, Commercial
Change date |
Approved by |
Subject Matter Expert Utilised |
Description of Change |
10/12/2019 |
Mark Jackson |
Dominic Tan |
Major Changes 1. The policy structure changed to clearly define the types of data licences and rights granted for each type. It now constitutes of 3 sections instead of only one. 2. Settlement Licence - 2.1.3. Baltic Data Financial and Physical Licence now clearly defines how this license can be obtained and what rights it entails 3. Panellists rights to share data Baltic data on publication day three hours after publication or at five pm (whichever is sooner - not later). 4. The responsibility Channel Partners have in ensuring how Baltic Data shall not be reproduced is outlined with more details and clarity Minor Changes 1. Glossary now is more inclusive of terms (level 1, level 2, member, member subscriber, panellist licence, panellist segment(s), settlement license, subscriber, terms, website) 2. Baltic Data 1.4 (Baltic Data is available from) and all its subclauses are removed from section 1 and are now presented in separate section 2 Types of Licenses and rights. 3. 1.5 Baltic Data used for financial settlement requirements is now changed into Settlement Licence - 2.1.3. Baltic Data Financial and Physical Licence
|
20/09/2022 |
Mark Jackson |
Janet Sykes |
Minor change 1. Renumbering and formatting to correct drafting errors
|
14/02/2023 | Mark Jackson | Dominic Tan | Major Changes Addition of Definitions of Channel Partners# Update to Section 4- Channel Partners: Section 4.4 Quote Vendors to include 4.4.3 Data distribution reporting and 4.4.4 Data distribution via a datapipe for non-display usage |