Website Terms and Conditions of Use

Agreement.

Your access and use of this website (the "Website") of National Stock Exchange, Inc. ("NSX") constitutes your acknowledgement, acceptance and agreement to the terms and conditions set forth below, and to any other terms and conditions contained on or referenced in this Website (collectively, the "Agreement"). You are not authorized to access and use this Website if you do not agree to this Agreement.

Content; Intellectual Property Rights.

This Website, including without limitation, any information, software, photographs, images, video, audio, graphics, or text on the Website ("Content"), and all patent, copyright, trademark, trade dress, domain name, trade secret, and other rights ("Intellectual Property") therein are the sole property of NSX and various third party owners. You agree to abide by all applicable Intellectual Property laws and any additional restrictions set forth on the Website in relation to the Content.

Trademarks/Service Marks.

Without limiting the generality of the foregoing, NSX and its affiliates own registered and common-law trademarks, service marks, domain names and trade dress protected by trademark laws in the United States. The use or misuse of these trademarks/service marks or any other Content or materials, except as permitted herein or otherwise with NSX's express written consent, is expressly prohibited.

Your Limited Usage Rights.

You may view and print the Content on the Website for any legitimate personal or business purpose. You may also print or download a single, unaltered, permanent copy or one temporary copy in a single computer's memory of any Content for your personal, non-commercial use only, provided you keep intact all trademark, copyright and other proprietary notices. All rights not expressly granted herein are reserved and nothing contained herein should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of the Content other than as set forth herein.

Restrictions.

You agree that you will not sell, license, rent, modify, print, copy, reproduce, download, transmit, distribute, disseminate, publicly display, publicly perform, publish, edit, adapt, compile or create databases, directories or other derivative works from any Content unless we and/or the applicable third party owners give you prior written permission or to the extent that you can demonstrate that the foregoing constitutes fair use under United States copyright laws. Requests for such permission regarding NSX Content must be in writing and should be sent by mail or e-mail to the copyright agent set forth below.

You also agree not to use the Website for any unlawful purpose or in any manner that could damage, disable, overburden or impair any NSX server, or the network(s) connected to any NSX server, or interfere with any other party's use and enjoyment of this Website. You may not attempt to gain unauthorized access to this Website or any services, other accounts, computer systems or networks connected to any NSX server or to any of the services, through hacking, password mining or any other means.

Certain third party owners may impose additional terms and Conditions set forth elsewhere herein. Your use of Content from those third party owners is also subject to those terms and Conditions.

Monitoring of Website.

NSX reserves the right, in its sole discretion, to monitor any use of this Website; however, it shall be under no obligation to do so.

Website Links.

NSX may provide, solely for your convenience, links on this Website to certain other websites developed or maintained by third parties. Any content you access and view through such link is not under NSX's control and NSX has not reviewed it or the privacy policy of any such third party website. By providing the link thereto, NSX is not recommending the purchase or sale of the stock or endorsing any services described on those websites. NSX shall have no liability for the content of such websites, including, without limitation, its accuracy, subject matter, quality or timeliness, or the use of any personal information you provide to any such website. Use of such links is entirely at your own risk.

Any and all caching, hypertext linking to the NSX Website or framing of any Content is prohibited without NSX's prior written consent. NSX reserves the right to disable any unauthorized links or frames.

Disclaimers of Warranty.

YOU ACKNOWLEDGE THAT DUE TO THE POSSIBILITY OF HUMAN AND MECHANICAL ERRORS, THE INHERENT HAZARDS OF ELECTRONIC DISTRIBUTION AND THE NUMBER OF SOURCES FROM WHICH THE CONTENTS ARE OBTAINED, THERE MAY BE DELAYS, OMISSIONS, ERRORS, OR INACCURACIES IN THE CONTENT.

YOU ALSO ACKNOWLEDGE THAT ALTHOUGH THE CONTENT HAS BEEN OBTAINED FROM SOURCES BELIEVED TO BE RELIABLE, IT IS PROVIDED TO YOU ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND.

NSX, ANY THIRD PARTY OWNERS, AND THEIR RESPECTIVE AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND LICENSORS CANNOT AND DO NOT MAKE ANY REPRESENTATIONS AND, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, HEREBY DISCLAIM WITH RESPECT TO THIS WEBSITE AND THE CONTENT ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES OF ANY KIND TO YOU OR ANY THIRD PARTY, INCLUDING, BUT NOT LIMITED TO, REPRESENTATIONS AND WARRANTIES REGARDING ACCURACY, TIMELINESS, COMPLETENESS, CURRENTNESS, RELIABILITY, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE, OR ANY REPRESENTATIONS OR WARRANTIES ARISING FROM USAGE OR CUSTOM OR TRADE OR BY OPERATION OF LAW.

Limitation of Liability; Exclusion of Damages.

IN NO EVENT SHALL NSX OR ANY THIRD PARTY PROVIDER OR ANY OF THEIR RESPECTIVE AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR LICENSORS BE LIABLE FOR ANY CLAIM ARISING OUT OF OR RELATING TO THIS WEBSITE OR ANY CONTENT, INCLUDING, BUT NOT LIMITED TO, ANY DECISION OR ACTION TAKEN IN RELIANCE UPON SUCH CONTENT ANY DELAYS, ERRORS, OMISSIONS OR INTERRUPTIONS IN THE DELIVERY OF DATA AND SERVICES AVAILABLE ON THIS WEBSITE, FOR ANY OTHER ASPECT OF THE PERFORMANCE OF THIS SERVICE OR FOR ANY TYPES OF DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL NSX OR ANY THIRD PARTY PROVIDER OR ANY OF THEIR RESPECTIVE AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR LICENSORS BE LIABLE TO YOU OR TO ANYONE ELSE FOR ANY DIRECT, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, CONSEQUENTIAL DAMAGES OR ANY OTHER LOSS OR INJURY CAUSED IN WHOLE OR IN PART IN RELATION TO THIS WEBSITE OR ITS CONTENT.

Some states and foreign countries provide rights in addition to those above, or do not allow excluding or limiting implied warranties, or liability for incidental or consequential damages. Therefore, the above limitations may not apply to you or there may be state provisions which supersede the above.

Your Indemnity.

You agree to indemnify and hold harmless NSX and its affiliates and their officers, directors, employees and agents from any and all claims and losses imposed on, incurred by or asserted as a result of or related to your noncompliance with this Agreement, or any third-party actions related to your receipt and use of the Content.

No Sponsorship or Endorsement.

The Content on this Website is being provided for informational and/or educational purposes only without regard to any particular user's investment objectives, financial situation or means. The Content on this Website is not to be construed as a recommendation, solicitation or offer to buy or sell any security, financial product or instrument; or to participate in any particular trading strategy in any jurisdiction in which such an offer or solicitation, or trading strategy would be illegal. Nor does it constitute any legal, tax, accounting or investment advice of services regarding the suitability or profitability of any security or investment. NSX does not sponsor or endorse the goods or services of any third party owner or any other party referenced on this Website.

YOU ARE ADVISED TO SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC SECURITY, INDEX, REPORT, OPINION, ADVICE OR OTHER CONTENT IN THIS WEBSITE.

Procedure for Copyright Infringement Claims.

If you believe that your copyrighted work has been copied and is accessible on this Website in a way that constitutes copyright infringement, please provide the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. 512:

  1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
  2. Identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
  3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material (including the specific Web page address on this Website);
  4. Information reasonably sufficient to permit us to contact the complaining party;
  5. A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;
  6. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

For copyright inquiries under the Digital Millennium Copyright Act please contact:

Copyright Agent
Phil Pinc
Vice President, Counsel
National Stock Exchange, Inc.
440 South LaSalle Street, Suite 2600
Chicago, IL 60605
312-913-5918
(fax) 312-939-7239
phil.pinc@nsx.com

Governing Law and Venue; Injunctive Relief.

This Agreement shall be governed by the laws of the State of Illinois, without regard to any principles of conflicts of law. You agree that any legal action arising out of or relating to this Agreement will be filed only in the state or federal courts located in Cook County, IL, that you irrevocably consent and submit to the exclusive personal jurisdiction of those courts for the purpose of litigating any such action; and that you will irrevocably waive any jurisdictional, venue or inconvenient forum objections to such court. The failure of NSX to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. Notwithstanding the foregoing, you acknowledge and agree that due to the unique nature of NSX’s Intellectual Property, there may be no adequate remedy at law for your breach of this Agreement, and that such breach is likely to cause NSX irreparable harm.  Therefore, NSX shall be entitled to seek immediate injunctive relief in any court of competent jurisdiction in addition to damages or other remedies it might have hereunder, at law or in equity.

Entire Agreement; Severability; Waiver.

This Agreement constitutes the entire agreement between you and NSX relating to the use of the Website. Additional terms and conditions may apply when you use any Third Party Content or access any linked websites. If a court of competent jurisdiction finds any provision of this Agreement invalid or unenforceable, such decision shall not affect the validity or enforceability of the Agreement or any of the remaining provisions and this Agreement shall be construed by adding a valid provision which effectuates the intent of the invalid provision as nearly as lawfully possible. The waiver by NSX of any right, claim, default or breach of this Agreement will not constitute a waiver of any other or subsequent right, claim, default or breach.

Modification of Terms.

You acknowledge and agree that NSX may modify this Agreement at any time, in its sole discretion; that all modifications to this Agreement will be effective immediately upon our posting of the modifications on this Website; and that you are responsible for reviewing this Agreement each time you access this Website, so that you are aware of such modifications.