FINRA ARBITRATION AWARDS ONLINE

Agreement and Terms of Use

1. This FINRA ARBITRATION AWARDS ONLINE Agreement and Terms of Use ("Agreement") contains the terms and conditions upon which you may access and use the data, information, applications, arbitration awards, graphics, materials or services (collectively, "Content") available on or through the FINRA Arbitration Awards Online web site. This Agreement is effective as of the date accepted by the user without addition or alteration thereto.

   Unless waived or otherwise agreed to in writing by FINRA, your use of the FINRA Arbitration Awards Online web site is conditioned upon your acceptance, without modification, of all terms and conditions of this Agreement.

2. FINRA Arbitration Awards Online is a proprietary database and employs proprietary software ("FINRA Database"). Your access to and use of the Content on the FINRA Database does not transfer any rights to you. You acknowledge and agree that FINRA is the exclusive and rightful owner of, and shall retain all worldwide right, title and interest in and to all intellectual property and proprietary rights, including copyright and trademark, of the FINRA Database and all derivatives. You agree that it shall have no property or other rights to the FINRA Database. Nothing contained in this Agreement shall serve to transfer to you any ownership or proprietary interest to the FINRA Database or to any registered and unregistered name, trademarks, trade dress, service marks, copyright, patent, domain names, and logos, or any derivation thereof, of FINRA and the FINRA Database ("Licensed Marks"). FINRA reserves all intellectual property and proprietary rights in and to the FINRA Database.
3. You agree that the Content provided through the FINRA Database shall be used ONLY for your own personal or professional use as follows:
   • to assist you, your clients or your firm in judicial or arbitration proceedings; or
   • for noncommercial educational and research purposes consistent with the protection of investors and the public interest.
   All other uses are prohibited without advance permission in writing from FINRA. You agree that you will not sell, modify or otherwise distribute all or any portion of the Content retrieved from the FINRA Database for any purpose other than as expressly permitted by this Agreement.
4. In addition to the agreements in paragraph 3, you also agree that you will not: (i) offer to others any Content retrieved from the FINRA Database as part of a subscription service or similar arrangement (regardless of whether there is a charge for the service or similar arrangement), or for any commercial purpose; (ii) use Content obtained from the FINRA Database web site to develop, contribute to or create a database or other collective work to be sold, licensed or made otherwise available to others for any commercial purpose; or (iii) interfere with or attempt to interfere with the proper working of the FINRA Database web site, or take any action that imposes an unreasonable or disproportionately large load on the web site.
5. You agree that you will not: (i) use any FINRA Licensed Marks, in any way including (without limitation) in any advertising or promotional media, or for any other reason, without the prior written consent of FINRA or (ii) make any statements to the media or issue any press statements regarding FINRA. Nothing contained in this Agreement shall be deemed to give such consent.
6. By providing the FINRA Database, FINRA does not waive any rights, privileges, or immunities with respect to the furnishing of disciplinary, registration, or arbitration award information.
7. By providing the FINRA Arbitration Awards Online, FINRA does not waive any rights, privileges, or immunities with respect to the furnishing of disciplinary, registration, or arbitration award information.

8. FINRA, its affiliates, Content providers, licensors, and any person or entity involved in creating, producing or distributing the FINRA Database (collectively, "FINRA Awards Site Providers"), DO NOT OFFER ANY WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY (INCLUDING BUT NOT LIMITED TO TITLE, OWNERSHIP, INTELLECTUAL PROPERTY INFRINGEMENT, ERRORS OR OMISSIONS, TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY, AVAILABILITY, FREEDOM FROM INTERRUPTION, ANY IMPLIED WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE). NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FINRA OR THROUGH OR FROM USE OF THE FINRA DATABASE SHALL BE INTENDED TO PROVIDE ANY LEGAL, TAX, INVESTMENT OR FINANCIAL ADVICE OR TO BE COMPLETE ON ANY SUBJECT MATTER CONTAINED THEREIN.

   IN NO EVENT WILL THE FINRA AWARDS SITE PROVIDERS BE LIABLE FOR ANY CLAIMS OR LOSSES OF ANY NATURE UNDER ANY LEGAL THEORY, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, OR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE FINRA DATABASE OR ANY CONTENT PROVIDED THROUGH THE FINRA DATABASE WEB SITE, OR ARISING OUT OF ANY DISCIPLINARY OR REGULATORY ACTION TAKEN THEREON OR THIS AGREEMENT.

9. FINRA reserves the right, at its sole discretion, to modify the terms and conditions for use of the FINRA Database web site at any time by changing this Agreement, and any changes are effective immediately unless stated otherwise. Only FINRA has the right to amend this Agreement.
10. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof, and supersedes all previous agreements between the parties with respect to such subject matter. This Agreement shall be construed in accordance with the laws of the State of New York, without regard to its conflict of laws rules. The parties hereto agree that the jurisdiction for any claim brought under this Agreement shall be in New York City, State of New York. The parties hereto expressly waive any right to a jury trial. If any of the provisions of this Agreement shall to any extent be invalid or unenforceable, the remainder of this Agreement shall not be affected thereby, and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.

By selecting the Terms of Use box, I certify that I have read and understand all of the terms set forth above and intend to form a binding agreement with FINRA. If I am accepting this Agreement on behalf of an organization, I certify that I have the authority of that organization to enter into this Agreement.

Effective June 20, 2012