Exhibit 10.6
AMENDMENT NO. 1 TO TRADEMARK
LICENSE AGREEMENT
This Amendment No. 1 to Trademark License
Agreement (this “ Amendment ”) is entered into
as of July 21, 2008 by and between Morgan Stanley, a Delaware
corporation (“ Morgan Stanley ”) and MSCI Inc.,
a Delaware corporation (“ MSCI ”).
RECITALS
WHEREAS, predecessors of each of Morgan Stanley
and MSCI are parties to a Trademark License Agreement dated as of
March 18, 2002 (“ Trademark License Agreement ”)
pursuant to which Morgan Stanley grants a trademark license to
MSCI; and
WHEREAS, Morgan Stanley and MSCI wish to amend
the Trademark License Agreement on the terms and conditions set
forth herein.
NOW, THEREFORE, for good and valuable
consideration, the receipt and sufficiency of which are hereby
acknowledged, Morgan Stanley and MSCI, for themselves, their
successors and permitted assigns, hereby agree as
follows:
Section 1 . Defined Terms;
References. (a) Unless otherwise defined herein, all
capitalized terms used herein shall have the meaning given to those
terms in the Trademark License Agreement. Each reference to
“hereof”, “hereunder”,
“herein”, and “hereby” and each other
similar reference and each reference to “this
Agreement” and each other similar reference
contain
