Common use of LICENSE TO USE INFORMATION, PROPRIETARY RIGHTS Clause in Contracts

LICENSE TO USE INFORMATION, PROPRIETARY RIGHTS. (a) If the interface with the System described in Distributor’s System Description enables Distributor to receive information for which Distributor has not been authorized (“Other Information”) or if Nasdaq otherwise inadvertently transmits Other Information to Distributor, Distributor shall notify Nasdaq and Distributor shall not knowingly furnish or knowingly permit to be furnished such Other Information to any third party or other place. If Nasdaq becomes aware of the fact that Distributor is receiving such Other Information, Nasdaq shall so notify Distributor. If Distributor knowingly so furnishes the Other Information to any third party or to any other place, or knowingly permits the Other Information to be so furnished, or otherwise knowingly makes use of the Other Information, Distributor shall be liable to Nasdaq pursuant to this Agreement for the Other Information, including, but not limited to, for charges for the Other Information. Distributor is considered to have knowingly furnished or used the Other Information if Distributor intentionally undertakes any efforts to modify Distributor’s Service or Distributor’s System in order to accommodate the Other Information or intentionally undertakes any efforts to market Distributor’s Service or Distributor’s System that is based on, uses or intentionally distributes the Other Information or of which the Other Information is a part. If knowingly received, Other Information shall be considered as Information for all other purposes under this Agreement. (b) Distributor represents and warrants that the detailed description of Distributor’s System for receiving, transmitting and disseminating Information, as described in Distributor’s System Description, including, but not limited to, the data processing equipment, software, and communications facilities related thereto, is true, complete and not misleading. Recipients are authorized to receive and use the Information only for the purposes set forth in the applicable Nasdaq Requirements. Any use of the Information by Distributor or Recipients, including, but not limited to, retransmission or reprocessing, unless expressly described in Distributor’s System Description and approved by Nasdaq, is prohibited , and such approval shall not be unreasonably withheld. (c) Should Distributor desire to make any use of the Information (including, but not limited to, developing or communicating derivative information based upon the Information, retransmission, redistribution, reproduction or calculation of indices) in any manner not then described in Distributor’s System Description, Distributor may do so by submitting a revised Distributor’s System Description and only with prior written approval by Nasdaq of such use and upon payment of the fees applicable to the use approved. Nasdaq shall promptly and in good faith approve or disapprove modifications to Distributor’s System Description proposed by Distributor, and such approval shall not be unreasonably withheld. Distributor acknowledges and agrees that it acts at its own risk in developing any modification to its Service prior to receiving approval from Nasdaq, since Nasdaq is not obligated by this Agreement to grant such approval. (d) Distributor shall be entitled to change the display format described in Distributor’s System Description provided that: for a material change (i) Distributor shall notify Nasdaq, describing such change in reasonable detail, as soon as reasonably practicable or within fifteen (15) days after implementation of any such change; and (ii) Distributor believes in good faith that such change complies with the Nasdaq Requirements. Distributor shall not be required to notify Nasdaq of non-material changes. Distributor will attribute source as set forth in the Nasdaq Requirements. Distributor shall not remove or alter any intellectual property ownership and/or identification notices found within the Information except with Nasdaq’s prior written approval. (e) Distributor agrees (i) not to format, display, or alter the information or data received through and from the Information in violation of Nasdaq Requirements, including, but not limited to, Nasdaq 's Specifications; (ii) not to affect materially the integrity of the Information; (iii) not to alter the Information in any manner that adversely affects its accuracy or integrity; and

LICENSE TO USE INFORMATION, PROPRIETARY RIGHTS. (a) If the interface with the System described in Distributor’s System Description enables Distributor to receive information for which Distributor has not been authorized (“Other Information”) or if Nasdaq otherwise inadvertently transmits Other Information to Distributor, Distributor shall notify Nasdaq and Distributor shall not knowingly furnish or knowingly permit to be furnished such Other Information to any third party or other place. If Nasdaq becomes aware of the fact that Distributor is receiving such Other Information, Nasdaq shall so notify Distributor. If Distributor knowingly so furnishes the Other Information to any third party or to any other place, or knowingly permits the Other Information to be so furnished, or otherwise knowingly makes use of the Other Information, Distributor shall be liable to Nasdaq pursuant to this Agreement for the Other Information, including, but not limited to, for charges for the Other Information. Distributor is considered to have knowingly furnished or used the Other Information if Distributor intentionally undertakes any efforts to modify Distributor’s Service or Distributor’s System in order to accommodate the Other Information or intentionally undertakes any efforts to market Distributor’s Service or Distributor’s System that is based on, uses or intentionally distributes the Other Information or of which the Other Information is a part. If knowingly received, Other Information shall be considered as Information for all other purposes under this Agreement. (b) Distributor represents and warrants that the detailed description of Distributor’s System for receiving, transmitting and disseminating Information, as described in Distributor’s System Description, including, but not limited to, the data processing equipment, software, and communications facilities related thereto, is true, complete and not misleading. Recipients are authorized to receive and use the Information only for the purposes set forth in the applicable Nasdaq Requirements. Any use of the Information by Distributor or Recipients, including, but not limited to, retransmission or reprocessing, unless expressly described in Distributor’s System Description and approved by Nasdaq, is prohibited , and such approval shall not be unreasonably withheld. (c) Should Distributor desire to make any use of the Information (including, but not limited to, developing or communicating derivative information based upon the Information, retransmission, redistribution, reproduction or calculation of indices) in any manner not then described in Distributor’s System Description, Distributor may do so by submitting a revised Distributor’s System Description and only with prior written approval by Nasdaq of such use and upon payment of the fees applicable to the use approved. Nasdaq shall promptly and in good faith approve or disapprove modifications to Distributor’s System Description proposed by Distributor, and such approval shall not be unreasonably withheld. Distributor acknowledges and agrees that it acts at its own risk in developing any modification to its Service prior to receiving approval from Nasdaq, since Nasdaq is not obligated by this Agreement to grant such approval. (d) Distributor shall be entitled to change the display format described in Distributor’s System Description provided that: for a material change (i) Distributor shall notify Nasdaq, describing such change in reasonable detail, as soon as reasonably practicable or within fifteen (15) days after implementation of any such change; and (ii) Distributor believes in good faith that such change complies with the Nasdaq Requirements. Distributor shall not be required to notify Nasdaq of non-material changes. Distributor will attribute source as set forth in the Nasdaq Requirements. Distributor shall not remove or alter any intellectual property ownership and/or identification notices found within the Information except with Nasdaq’s prior written approval. (e) Distributor agrees (i) not to format, display, or alter the information or data received through and from the Information in violation of Nasdaq Requirements, including, but not limited to, Nasdaq 's Specifications; (ii) not to affect materially the integrity of the Information; (iii) not to alter the Information in any manner that adversely affects its accuracy or integrity; andand (iv) not to render the Information inaccurate, unfair, uninformative, fictitious, misleading, or discriminatory. Distributor represents that it will not interfere with or adversely affect any of the component parts or processes of the Information or the System, or any use thereof by any other authorized individuals or entities, or the distribution or operation of the Information or the System. If Distributor becomes aware of any unauthorized use by a Recipient, Distributor shall notify Nasdaq immediately of such use. (f) Distributor may use, on its premises, the Information in connection with Distributor’s System, without charge (except for any taxes, charges or assessments (other than taxes imposed on the net income of Nasdaq) by any foreign or domestic national, state, provincial or local government bodies, or subdivisions thereof, and any penalties or interest relating to the provision of the Information to Distributor), for advertisement, demonstration, product development, technical operations, monitoring of data quality and customer service. Distributor may also make limited use, off its premises, of the Information, as part of the Distributor’s Service, for sales and marketing purposes (including, but not limited to, use at trade shows) and for demonstration purposes to potential customers. Upon request, Distributor shall provide Nasdaq or its designee with information about, and demonstrate, such non-fee liable uses. All other provisions of this Agreement shall remain applicable, including, without limitation, audit by Nasdaq. Use of the Information by Distributor for securities transactions or to support the trading of securities by Distributor’s customers shall be considered a fee-liable use. (g) Each Distributor that provides data predominantly to External Subscribers for Professional use agrees that during the term of this Agreement, and upon request from Nasdaq, will provide at no cost to Nasdaq, two (2) subscriptions to Distributor’s Service together with the equipment, if equipment is required to receive the Information, used to receive and to display or communicate the Distributor’s Service and the related telecommunications facilities. Nasdaq represents and agrees that such subscriptions will be used solely for purposes of monitoring the Information and demonstrating Distributor’s Service. Upon request, Distributor will make available marketing materials and user guides for all components of the Distributor Service that include the Information. (h) Distributor shall take reasonable security precautions to prevent unauthorized individuals or entities from gaining access to the Information via either Distributor’s Service and/or Distributor’s System for receiving, transmitting, or disseminating Information. Distributor shall comply with all reasonable security specifications or requirements of Nasdaq in order to prevent the Information from being improperly used or accessed or from being improperly taken. Distributor shall notify Nasdaq promptly upon any breach in security procedures related to the Information of which it becomes aware. (i) Distributor acknowledges and agrees that, as between the two parties, subject to Section 4(j) below, Nasdaq has proprietary rights in the Information and data that (i) originates on or relates to trading on any of the Nasdaq Markets; (ii) relates to activities that are regulated or operated by one or more of the Nasdaq Markets, (iii) Nasdaq derives from Information and data that originates on or relates to any Nasdaq Market, and (iv) compilation or other rights in information and data that Nasdaq gathers from other sources pursuant to separate agreements with those sources. Subject to Section 4(j) below, all Information, including without limitation any and all intellectual property rights inherent therein or appurtenant thereto, shall, as between the two parties, be and remain the sole and exclusive property of Nasdaq. Distributor shall not, by act or omission, diminish or impair in any manner the acquisition, maintenance, and full enjoyment by Nasdaq, its licensees, transferees and assignees, of the proprietary rights of Nasdaq in the Information and System. Distributor acknowledges and agrees that Third Party Information Providers have exclusive proprietary rights in their respective information and data and services. (j) Notwithstanding anything contained herein or the Nasdaq Requirements: (a) Nasdaq makes no proprietary claim to any information derived from the Information by the Distributor; (b) Nasdaq acknowledges that Distributor retains all ownership and other rights associated with data that Distributor or Distributor’s agent enters into the Service and/or the System as more fully reflected in the separate Nasdaq Services Agreement between Nasdaq and Distributor (“Distributor’s Data”); and (c) no provision in this agreement shall impair any right, interest or use of Distributor’s Data granted by operation any other rule or law. (k) Recipients may, on a non-continuous basis, furnish limited amounts of the Information to customers in written advertisements, correspondence or other literature or during voice telephonic conversations not entailing computerized voice, automated information inquiry systems or similartechnologies.

LICENSE TO USE INFORMATION, PROPRIETARY RIGHTS. (a) If the interface with the System described or usage of Information identified by Distributor in Distributor’s System Description accordance with the Nasdaq Requirements enables Distributor to receive information for which Distributor has not been authorized (“Other Information”) or if Nasdaq otherwise inadvertently transmits Other Information to Distributor, Distributor shall notify Nasdaq and Distributor shall not knowingly furnish or knowingly permit to be furnished such Other Information to any third party or other place. Nasdaq shall have the right to monitor Distributor’s usage of Information to ensure compliance with this Section including through manual and/or auto extraction of Information from Distributor’s System or Service notwithstanding any terms of service or other agreement governing such Distributor’s System or Service. If Nasdaq becomes aware of the fact that Distributor is receiving or distributing such Other Information, Nasdaq shall so notify Distributor. If Distributor knowingly so furnishes the Other Information to any third party or to any other place, or knowingly permits the Other Information to be so furnished, or otherwise knowingly makes use of the Other Information, Distributor shall be liable to Nasdaq pursuant to this Agreement for the Other Information, including, but not limited to, for charges for the Other Information. Distributor is considered to have knowingly furnished or used the Other Information if Distributor intentionally undertakes any efforts to modify Distributor’s Service interface with the System or Distributor’s System otherwise uses the Information other than as identified by Distributor in order to accommodate accordance with the Other Information Nasdaq Requirements or intentionally undertakes any efforts to market Distributor’s Service or Distributor’s System that is based on, uses or intentionally distributes the Other Information or of which the Other Information is a part. If knowingly received, Other Information shall be considered as Information for all other purposes under this Agreement. (b) Distributor represents and warrants that the detailed description usage of Distributor’s System for receiving, transmitting and disseminating Information, as described Information identified by Distributor in Distributor’s System Descriptionaccordance with the Nasdaq Requirements, including, but not limited to, the data processing equipment, software, and communications facilities related thereto, is true, complete and not misleading. Recipients are authorized to receive and use the Information only for the purposes set forth in the applicable Nasdaq Requirements. Any use of the Information by Distributor or Recipients, including, but not limited to, retransmission or reprocessing, unless expressly described in Distributor’s System Description and approved by Nasdaqin accordance with the Nasdaq Requirements, is prohibited prohibited, and such approval shall not be unreasonably withheld. (c) Should Distributor desire to make any use of the Information (including, but not limited to, developing or communicating derivative information based upon the Information, retransmission, redistribution, reproduction or calculation of indices) in any manner not then described provided in Distributor’s System Descriptionaccordance with the Nasdaq Requirements, Distributor may do so by submitting a revised Distributor’s System Description usage of Information and only with prior written approval by Nasdaq of such use and upon payment of the fees applicable to the use approved. Nasdaq shall promptly and in good faith approve or disapprove modifications to Distributor’s System Description proposed by Distributor, and such approval shall not be unreasonably withheld. Distributor acknowledges and agrees that it acts at its own risk in developing any modification to its Service prior to receiving approval from Nasdaq, since Nasdaq is not obligated by this Agreement to grant such approval. (d) Distributor shall be entitled to change the display format described identified by Distributor in Distributor’s System Description accordance with the Nasdaq Requirements; provided that: for a material change (i) Distributor shall notify Nasdaq, describing such change in reasonable detail, as soon as reasonably practicable or within fifteen (15) days after implementation of any such change; and (ii) Distributor believes in good faith that such change complies with the Nasdaq Requirements. Distributor shall not be required to notify Nasdaq of non-non- material changes. Distributor will attribute source as set forth in the Nasdaq Requirements. Distributor shall not remove or alter any intellectual property ownership and/or identification notices found within the Information except with Nasdaq’s prior written approvalwrittenapproval. (e) Distributor agrees (i) not to format, display, or alter the information or data received through and from the Information in violation of Nasdaq Requirements, including, but not limited to, Nasdaq 's Specifications; (ii) not to affect materially the integrity of the Information; (iii) not to alter the Information in any manner that adversely affects its accuracy or integrityintegrity;and (iv) not to render the Information inaccurate, unfair, uninformative, fictitious, misleading, or discriminatory. Distributor represents that it will not interfere with or adversely affect any of the component parts or processes of the Information or the System, or any use thereof by any other authorized individuals or entities, or the distribution or operation of the Information or the System. If Distributor becomes aware of any unauthorized use by a Recipient, Distributor shall notify Nasdaq immediately of such use. (f) Distributor may use, on its premises, the Information in connection with use identified by Distributor in accordance with the Nasdaq Requirements, without charge (except for any taxes, charges or assessments (other than taxes imposed on the net income of Nasdaq) by any foreign or domestic national, state, provincial or local government bodies, or subdivisions thereof, and any penalties or interest relating to the provision of the Information to Distributor), for advertisement, demonstration, product development, technical operations, monitoring of data quality and customer service. Distributor may also make limited use, off its premises, of the Information, as part of the Distributor’s Service, for sales and marketing purposes (including, but not limited to, use at trade shows) and for demonstration purposes to potential customers. Upon request, Distributor shall provide Nasdaq or its designee with information about, and demonstrate, such non-fee liable uses. All other provisions of this Agreement shall remain applicable, including, without limitation, audit by Nasdaq. Use of the Information by Distributor for securities transactions or to support the trading of securities by Distributor’s customers shall be considered a fee-liable use. (g) Each Distributor that provides data predominantly to External Recipients agrees that during the term of this Agreement, and upon request from Nasdaq, will provide at no cost to Nasdaq, two (2) subscriptions to Distributor’s Service together with the equipment, if equipment is required to receive the Information, used to receive and to display or communicate the Distributor’s Service and the related telecommunications facilities. Nasdaq represents and agrees that such subscriptions will be used solely for purposes of monitoring the Information and demonstrating Distributor’s Service. Upon request, Distributor will make available marketing materials and user guides for all components of the Distributor’s Service that include the Information. (h) Distributor shall take reasonable security precautions to prevent unauthorized individuals or entities from gaining access to the Information. Distributor shall comply with all reasonable security specifications or requirements of Nasdaq in order to prevent the Information from being improperly used or accessed or from being improperly taken. Distributor shall notify Nasdaq promptly upon any breach in security procedures related to the Information of which it becomes aware. (i) Distributor acknowledges and agrees that, as between the two parties, subject to Section 4(j) below, Nasdaq has proprietary rights in the Information and data that (i) originates on or relates to trading on any of the Nasdaq Markets; and(ii) relates to activities that are regulated or operated by one or more of the Nasdaq Markets, (iii) Nasdaq derives from Information and data that originates on or relates to any Nasdaq Market, and (iv) compilation or other rights in information and data that Nasdaq gathers from other sources pursuant to separate agreements with those sources. Subject to Section 4(j) below, all Information, including without limitation any and all intellectual property rights inherent therein or appurtenant thereto, shall, as between the two parties, be and remain the sole and exclusive property of Nasdaq. Distributor shall not, by act or omission, diminish or impair in any manner the acquisition, maintenance, and full enjoyment by Nasdaq, its licensees, transferees and assignees, of the proprietary rights of Nasdaq in the Information and System. Distributor acknowledges and agrees that Third Party Information Providers have exclusive proprietary rights in their respective information and data and services. (j) Notwithstanding anything contained herein or the Nasdaq Requirements: (a) Nasdaq makes no proprietary claim to any Derived Data; (b) Nasdaq acknowledges that Distributor retains all ownership and other rights associated with data that Distributor or Distributor’s agent enters into the Service and/or the System as more fully reflected in the separate agreement between Nasdaq and Distributor (“Distributor’s Data”); and (c) No provision in this agreement shall impair any right, interest or use of Distributor’s Data granted by operation of SEC Rules or any other rule or law. (k) Recipients may, on a non-continuous basis, furnish limited amounts of the Information to customers in written advertisements, correspondence or other literature or during voice telephonic conversations not entailing computerized voice, automated information inquiry systems or similar technologies.

LICENSE TO USE INFORMATION, PROPRIETARY RIGHTS. (a) If the interface with the System described in Distributor’s System Description enables Distributor to receive information for which Distributor has not been authorized (“Other Information”) or if Nasdaq NASDAQ OMX otherwise inadvertently transmits Other Information to Distributor, Distributor shall notify Nasdaq NASDAQ OMX and Distributor shall not knowingly furnish or knowingly permit to be furnished such Other Information to any third party or other place. If Nasdaq NASDAQ OMX becomes aware of the fact that Distributor is receiving such Other Information, Nasdaq NASDAQ OMX shall so notify Distributor. If Distributor knowingly so furnishes the Other Information to any third party or to any other place, or knowingly permits the Other Information to be so furnished, or otherwise knowingly makes use of the Other Information, Distributor shall be liable to Nasdaq NASDAQ OMX pursuant to this Agreement for the Other Information, including, but not limited to, for charges for the Other Information. Distributor is considered to have knowingly furnished or used the Other Information if Distributor intentionally undertakes any efforts to modify Distributor’s Service or Distributor’s System in order to accommodate the Other Information or intentionally undertakes any efforts to market Distributor’s Service or Distributor’s System that is based on, uses or intentionally distributes the Other Information or of which the Other Information is a part. If knowingly received, Other Information shall be considered as Information for all other purposes under this Agreement. (b) Distributor represents and warrants that the detailed description of Distributor’s System for receiving, transmitting and disseminating Information, as described in Distributor’s System Description, including, but not limited to, the data processing equipment, software, and communications facilities related thereto, is true, complete and not misleading. Recipients are authorized to receive and use the Information only for the purposes set forth in the applicable Nasdaq NASDAQ OMX Requirements. Any use of the Information by Distributor or Recipients, including, but not limited to, retransmission or reprocessing, unless expressly described in Distributor’s System Description and approved by NasdaqNASDAQ OMX, is prohibited , and such approval shall not be unreasonably withheldprohibited. (c) Should Distributor desire to make any use of the Information (including, but not limited to, developing or communicating derivative information based upon the Information, retransmission, redistribution, reproduction or calculation of indices) in any manner not then described in Distributor’s System Description, Distributor may do so by submitting a revised Distributor’s System Description and only with prior written approval by Nasdaq NASDAQ OMX of such use and upon payment of the fees applicable to the use approved. Nasdaq NASDAQ OMX shall promptly and in good faith approve or disapprove modifications to Distributor’s System Description proposed by Distributor, and such approval shall not be unreasonably withheld. Distributor acknowledges and agrees that it acts at its own risk in developing any modification to its Service prior to receiving approval from NasdaqNASDAQ OMX, since Nasdaq NASDAQ OMX is not obligated by this Agreement to grant such approval. (d) Distributor shall be entitled to change the display format described in Distributor’s System Description provided that: for a material change (i) Distributor shall notify NasdaqNASDAQ OMX, describing such change in reasonable detail, as soon as reasonably practicable or within fifteen (15) days after implementation of any such change; and (ii) Distributor believes in good faith that such change complies with the Nasdaq NASDAQ OMX Requirements. Distributor shall not be required to notify Nasdaq NASDAQ OMX of non-material changes. Distributor will attribute source as set forth in the Nasdaq NASDAQ OMX Requirements. Distributor shall not remove or alter any intellectual property ownership and/or identification notices found within the Information except with NasdaqNASDAQ OMX’s prior written approval. (e) Distributor agrees (i) not to format, display, or alter the information or data received through and from the Information in violation of Nasdaq NASDAQ OMX Requirements, including, but not limited to, Nasdaq NASDAQ OMX 's Specifications; (ii) not to affect materially the integrity of the Information; (iii) not to alter the Information in any manner that adversely affects its accuracy or integrity; andand (iv) not to render the Information inaccurate, unfair, uninformative, fictitious, misleading, or discriminatory. Distributor represents that it will not interfere with or adversely affect any of the component parts or processes of the Information or the System, or any use thereof by any other authorized individuals or entities, or the distribution or operation of the Information or the System. If Distributor becomes aware of a potential unauthorized use by a Recipient, Distributor shall notify NASDAQ OMX immediately of such use.

LICENSE TO USE INFORMATION, PROPRIETARY RIGHTS. (a) If the interface with the System described in Distributor’s System Description enables Distributor to receive information for which Distributor has not been authorized (“Other Information”) or if Nasdaq otherwise inadvertently transmits Other Information to Distributor, Distributor shall notify Nasdaq and Distributor shall not knowingly furnish or knowingly permit to be furnished such Other Information to any third party or other place. If Nasdaq becomes aware of the fact that Distributor is receiving such Other Information, Nasdaq shall so notify Distributor. If Distributor knowingly so furnishes the Other Information to any third party or to any other place, or knowingly permits the Other Information to be so furnished, or otherwise knowingly makes use of the Other Information, Distributor shall be liable to Nasdaq pursuant to this Agreement for the Other Information, including, but not limited to, for charges for the Other Information. Distributor is considered to have knowingly furnished or used the Other Information if Distributor intentionally undertakes any efforts to modify Distributor’s Service or Distributor’s System in order to accommodate the Other Information or intentionally undertakes any efforts to market Distributor’s Service or Distributor’s System that is based on, uses or intentionally distributes the Other Information or of which the Other Information is a part. If knowingly received, Other Information shall be considered as Information for all other purposes under this Agreement.Other (b) Distributor represents and warrants that the detailed description of Distributor’s System for receiving, transmitting and disseminating Information, as described in Distributor’s System Description, including, but not limited to, the data processing equipment, software, and communications facilities related thereto, is true, complete and not misleading. Recipients are authorized to receive and use the Information only for the purposes set forth in the applicable Nasdaq Requirements. Any use of the Information by Distributor or Recipients, including, but not limited to, retransmission or reprocessing, unless expressly described in Distributor’s System Description and approved by Nasdaq, is prohibited , and such approval shall not be unreasonably withheld. (c) Should Distributor desire to make any use of the Information (including, but not limited to, developing or communicating derivative information based upon the Information, retransmission, redistribution, reproduction or calculation of indices) in any manner not then described in Distributor’s System Description, Distributor may do so by submitting a revised Distributor’s System Description and only with prior written approval by Nasdaq of such use and upon payment of the fees applicable to the use approved. Nasdaq shall promptly and in good faith approve or disapprove modifications to Distributor’s System Description proposed by Distributor, and such approval shall not be unreasonably withheld. Distributor acknowledges and agrees that it acts at its own risk in developing any modification to its Service prior to receiving approval from Nasdaq, since Nasdaq is not obligated by this Agreement to grant such approval. (d) Distributor shall be entitled to change the display format described in Distributor’s System Description provided that: for a material change (i) Distributor shall notify Nasdaq, describing such change in reasonable detail, as soon as reasonably practicable or within fifteen (15) days after implementation of any such change; and (ii) Distributor believes in good faith that such change complies with the Nasdaq Requirements. Distributor shall not be required to notify Nasdaq of non-material changes. Distributor will attribute source as set forth in the Nasdaq Requirements. Distributor shall not remove or alter any intellectual property ownership and/or identification notices found within the Information except with Nasdaq’s prior written approvalwrittenapproval. (e) Distributor agrees (i) not to format, display, or alter the information or data received through and from the Information in violation of Nasdaq Requirements, including, but not limited to, Nasdaq 's Specifications; (ii) not to affect materially the integrity of the Information; (iii) not to alter the Information in any manner that adversely affects its accuracy or integrity; and

LICENSE TO USE INFORMATION, PROPRIETARY RIGHTS. (a) If the interface with the System described in Distributor’s System Description enables Distributor to receive information for which Distributor has not been authorized (“Other Information”) or if Nasdaq otherwise inadvertently transmits Other Information to Distributor, Distributor shall notify Nasdaq and Distributor shall not knowingly furnish or knowingly permit to be furnished such Other Information to any third party or other place. If Nasdaq becomes aware of the fact that Distributor is receiving such Other Information, Nasdaq shall so notify Distributor. If Distributor knowingly so furnishes the Other Information to any third party or to any other place, or knowingly permits the Other Information to be so furnished, or otherwise knowingly makes use of the Other Information, Distributor shall be liable to Nasdaq pursuant to this Agreement for the Other Information, including, but not limited to, for charges for the Other Information. Distributor is considered to have knowingly furnished or used the Other Information if Distributor intentionally undertakes any efforts to modify Distributor’s Service or Distributor’s System in order to accommodate the Other Information or intentionally undertakes any efforts to market Distributor’s Service or Distributor’s System that is based on, uses or intentionally distributes the Other Information or of which the Other Information is a part. If knowingly received, Other Information shall be considered as Information for all other purposes under this Agreement. (b) Distributor represents and warrants that the detailed description of Distributor’s System for receiving, transmitting and disseminating Information, as described in Distributor’s System Description, including, but not limited to, the data processing equipment, software, and communications facilities related thereto, is true, complete and not misleading. Recipients are authorized to receive and use the Information only for the purposes set forth in the applicable Nasdaq Requirements. Any use of the Information by Distributor or Recipients, including, but not limited to, retransmission or reprocessing, unless expressly described in Distributor’s System Description and approved by Nasdaq, is prohibited , and such approval shall not be unreasonably withheld. (c) Should Distributor desire to make any use of the Information (including, but not limited to, developing or communicating derivative information based upon the Information, retransmission, redistribution, reproduction or calculation of indices) in any manner not then described in Distributor’s System Description, Distributor may do so by submitting a revised Distributor’s System Description and only with prior written approval by Nasdaq of such use and upon payment of the fees applicable to the use approved. Nasdaq shall promptly and in good faith approve or disapprove modifications to Distributor’s System Description proposed by Distributor, and such approval shall not be unreasonably withheld. Distributor acknowledges and agrees that it acts at its own risk in developing any modification to its Service prior to receiving approval from Nasdaq, since Nasdaq is not obligated by this Agreement to grant such approvalsuchapproval. (d) Distributor shall be entitled to change the display format described in Distributor’s System Description provided that: for a material change (i) Distributor shall notify Nasdaq, describing such change in reasonable detail, as soon as reasonably practicable or within fifteen (15) days after implementation of any such change; and (ii) Distributor believes in good faith that such change complies with the Nasdaq Requirements. Distributor shall not be required to notify Nasdaq of non-material changes. Distributor will attribute source as set forth in the Nasdaq Requirements. Distributor shall not remove or alter any intellectual property ownership and/or identification notices found within the Information except with Nasdaq’s prior written approval. (e) Distributor agrees (i) not to format, display, or alter the information or data received through and from the Information in violation of Nasdaq Requirements, including, but not limited to, Nasdaq 's Specifications; (ii) not to affect materially the integrity of the Information; (iii) not to alter the Information in any manner that adversely affects its accuracy or integrity; and