This agreement ("Agreement") is a contract in electronic form between you (“User”, “you”, “your” and “yourself”) and Nasdaq, Inc. and its parents, successors, subsidiaries, affiliates, (“Nasdaq”), a Delaware Corporation.

By registering, logging onto, accessing, viewing or using any Nasdaq page, part or component of the website or services, including https://www.nasdaq.com (collectively, the “Services”), as a guest or registered user, you agree to the terms and conditions of this Agreement. If you do not agree to this Agreement, do not access or use the Services.

IMPORTANT NOTICE REGARDING DISPUTE RESOLUTION

PLEASE BE AWARE THAT SECTION 20 CONTAINS PROVISIONS GOVERNING HOW TO RESOLVE DISPUTES BETWEEN YOU AND NASDAQ. AMONG OTHER THINGS, SECTION 20 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND NASDAQ WILL BE RESOLVED BY BINDING AND FINAL ARBITRATION (“ARBITRATION AGREEMENT”). SECTION 20 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ SECTION 20 CAREFULLY.

UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN 30 DAYS: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST NASDAQ ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.

1. Registration. To access and use the Services, you may be required to complete a registration process and create an account (“Account”) by providing current, complete truthful and accurate information as prompted by the registration form. To register for an Account, you must be a natural person at least 18 years of age. You are responsible for any activities or actions under your Account, whether or not you have authorized such activities or actions, and you must promptly notify Nasdaq of any unauthorized use of your Account. Nasdaq reserves the right to refuse registration for any reason.

2. Your Responsibilities to Use the Services. To use our Services you must:

• Comply with all applicable law and regulations and not participate in, facilitate or further any illegal activities;
• Immediately notify Nasdaq if you learn of any unauthorized access to, or use of your Account name or password, or any other security breach or other illegal activity on the Services;
• Protect your Account name and secure your account with a strong, non-obvious password;
• Not post content that contains explicit or graphic descriptions or accounts of sexual acts or is threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy or tortious;
• Be transparent. Disclose all personal affiliations to companies and holdings in securities when submitting any related content;
• Not engage in activity that is harmful to Nasdaq, our customer or members, advertisers, affiliates, or vendors;
• Not access or use the Service, or any process, whether automated or manual, to capture data or content from the Service or circumvent any mechanisms for preventing the unauthorized reproduction or distribution of the Service for any reason;
• Not take any action that imposes a large load on the infrastructure of the Services, or use the Service or any process to damage, disable, impair, or otherwise attack or attempt to gain unauthorized access to the Service or the networks connected to the Service; and
• Not attempt to manipulate stock prices. Intentionally concealing a position in a security and/or presenting false or misleading statements in order to manipulate a stock price will be reported to the relevant government authority.

To prevent violations and enforce this Agreement and remediate any violations including engaging in any suspicious activity, Nasdaq can take any technical, legal and other action that Nasdaq deems, in our sole discretion, necessary and appropriate with or without notice to you including notifying any relevant government or regulatory authority.

3. Access. You are responsible for obtaining, at your own expense, all equipment and services needed to access the Services. If you are accessing the Services by a mobile device, your wireless carrier may charge you fees for data, text messaging, and other wireless access or communications services. Nasdaq does not guarantee that its Services can be accessed through all wireless devices or service plans or are available in all geographical locations.

4. Privacy. To access the Services, or some of the resources we offer, you may be asked to provide certain registration details or other information. You are responsible for ensuring that all the information you provide to Nasdaq is correct and complete. You can edit any of your personal information or preferences in your profile.

You are on notice of Nasdaq’s Privacy Policy, and you understand and agree that the Privacy Policy is not part of this Agreement, and that this Agreement does not restrict Nasdaq’s right to revise its Privacy Policy.

5. Posting Content on the Services. You are responsible for any content you post to the Services and the consequences of sharing or publishing such content with others or the general public. Nasdaq is not responsible for any consequences that may arise as a result of your sharing or posting any personal, or other information on the Services.

You can post content to the Services only if: 

(a) you created and own the rights to the content, or you have acquired appropriate license rights to post the content; and

(b) the content does not infringe the intellectual property rights of others (including copyright, trademarks, or privacy rights), or violate applicable laws, this Agreement, or any other posted policies. 

You may not post to the Services (i) any content which contains viruses, Trojan horses, worms, time bombs or other computer programming routines that are intended to damage or interfere with the Services; (ii) any content that contains threatening, misleading, discriminatory, inaccurate, defamatory or any content that contains explicit or graphic descriptions.

You acknowledge that any content you post to the Services (including but not limited to: comments, forum messages, reviews, text, video, audio and photographs, as well as computer code and applications) may be edited, removed, modified, published, transmitted, and/or displayed by Nasdaq and you waive any rights you may have in having the content altered or changed in a manner not agreeable to you. The content you post may also be included in Nasdaq's RSS feeds, APIs and likewise be made available for republishing through other formats.

Nasdaq reserves the right to reproduce and/or otherwise use posted content in any manner for purposes of training artificial intelligence technologies to generate text or other output, including without limitation, technologies that are capable of generating works in the same style or genre as the content.

Nasdaq also reserves the right to delete, move, or edit any content that it, in its sole discretion, deems abusive, defamatory, obscene, in violation of copyright or trademark laws, or otherwise unacceptable.

6. License. You grant Nasdaq a perpetual, sub-licensable, non-exclusive, world-wide, royalty free license to all of your content, which includes without limitation the right for Nasdaq or any third party it designates, to use, copy, transmit, excerpt, publish, distribute, publicly display, publicly perform, create derivative works of, host, index, cache, tag, encode, modify and adapt (including without limitation the right to adapt to streaming, downloading, broadcast, mobile, digital, thumbnail, scanning or other technologies) in any form or media now known or hereinafter developed, including any content posted on or to the Nasdaq Services through a third party.

Subject to your compliance with this Agreement, Nasdaq grants you a personal, limited, revocable, non-exclusive, non-assignable, non-sublicensable and non-transferable license to use the Services solely for your personal, non-commercial use. Except as expressly authorized by Nasdaq, you agree not to sell, copy, distribute, or create derivative works based on the Services, in whole or in part.

Unless you have a written agreement in effect with Nasdaq which states otherwise, you may only provide a hypertext link to the Nasdaq Site on another website, provided that (a) the link must be a text-only link clearly marked "Nasdaq Home Page" or "nasdaq.com", (b) the link must point to the URL "https://www.nasdaq.com" and not to other pages within the Nasdaq Site, (c) the appearance, position and other aspects of the link may not be such as to damage or dilute the goodwill associated with Nasdaq’s name and trademarks, (d) the appearance, position and other aspects of the link may not create the false appearance that an entity is associated with or sponsored by Nasdaq, (e) the link, when activated by a user, must display the Nasdaq Site full-screen and not within a "frame" on the linked website, and (f) Nasdaq reserves the right to revoke its consent to the link at any time in its sole discretion.

7. Restrictions. Except as detailed in Section 6, you shall not market, sell or distribute the Services or otherwise provide the Services to any third parties including, but not limited to, placing or distributing any Nasdaq’s content on a third party platform or utilizing the Services to direct, manage or provide advisory services for clients of another investment advisor without Nasdaq’s prior written consent.

You shall not share, transfer, disclose, copy, publish or create derivative works from the content, incl. associated metadata (the “Content”) or the Service without Nasdaq’s prior written approval.

You agree not to use, copy, or extract any part of the Content, including but not limited to text, images, data, code, databases, directories content, and information or materials (including associated metadata) for the purpose of training, coding or development of artificial intelligence systems, machine learning models, or any other form of data analysis software without Nasdaq’s express written permission, including, but not limited to, scraping, data mining, and the use of any automated or manual process to capture or compile content for the purposes mentioned above.  You also agree not to permit or enable others to do so without our specific and express permission.

Unauthorized use of Content is strictly prohibited and will be considered a breach of this Agreement, which may result in immediate termination of your access to the website and/or Services and may lead to legal action for copyright infringement and other remedies as permitted by law. 

8. Third Party Notices and Terms. The Services may integrate with, link to, or provide access to content, products, and services furnished by third parties. This integration may occur through various means, including but not limited to, direct linking, APIs, embedded content, or other technology-based connections. Nasdaq does not exercise control over, endorse, sponsor, recommend, or assume responsibility for any third-party content, products, or services.

The quality, accuracy, legality, or other characteristics of third-party content are not guaranteed, and Nasdaq disclaims any liability for such content. Your use of, access to, or reliance on any third-party products, services, or content accessed through the Services is at your own risk. You are responsible for reading and agreeing to the terms and conditions and privacy policies associated with any third-party products, services, or content you access or use. By using the Services, you acknowledge and agree that Nasdaq shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such third-party content, goods, or services available on or through any such integration or otherwise.

9. Change in Services. You acknowledge and agree that nothing in this Agreement constitutes an undertaking by Nasdaq to provide updates, modifications or enhancements to the Services or to continue providing the Service, or any aspect or portion of the Service, in the future.  Nasdaq may, in its sole discretion, change any aspect of the Services, or discontinue the Services without notice. 

10. Payment. You agree to pay Nasdaq the then effective charges, if any, for access to the Services including all applicable deposits, interest, and late fees and/or penalties.  In addition, you shall pay 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 Service to you.  If you are required by applicable law to deduct or withhold any such tax, charge or assessment from the amounts due Nasdaq, then such amounts shall be increased so that the net amount actually received by Nasdaq after deduction or withholding of any such tax, charge or assessment, will equal one hundred percent (100%) of the charges that are owed.  Any payments for the Services shall be due within thirty (30) days of receipt of an invoice (if applicable).  

11. Ownership. Proprietary Rights. The Services and the materials, features and functionality contained in the Services, including the works of authorship, content, text, graphics, images, audio, video, information and data including the “Look and Feel” (collectively "Content") are owned, licensed, or controlled by Nasdaq or its licensor as the owner, licensor, or provider of such Content. The Content is protected by copyrights, trademarks, service marks, and/or other proprietary rights and laws of the United States and other countries. You may not copy, reproduce, transmit, display, perform, distribute, rent, sublicense, alter, store for subsequent use, create any derivative works from, offer products or services based on, or otherwise use in whole or in part in any manner the Content without the prior written consent of Nasdaq.

A number of the trademarks and logos used in the Services are registered and unregistered trademarks owned by Nasdaq in the United States and certain other jurisdictions throughout the world (collectively, the "Nasdaq Marks"). Other brands or product names used on the website are the trademarks and logos of their respective owners and may be registered in various jurisdictions (collectively, the “Third-Party Marks”). Nothing contained in the Services should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of the Nasdaq Marks or Third-Party Marks without the written permission of Nasdaq or its respective owner. Any misuse of the Nasdaq Marks or Third-Party Marks is strictly prohibited and may violate trademark laws.

12. Confidential Information. You acknowledge that the Services and Content therein may be considered confidential and proprietary information belonging to Nasdaq. You shall use the same standard of care that you use to protect your own confidential or proprietary information, but no less than a reasonable standard of care, to prevent the unauthorized use, dissemination or publication of the confidential or proprietary information.

The duties in this Section do not apply to information which when compiled and presented in this form is:

(1) lawfully within your possession, prior to this Agreement;

(2) voluntarily disclosed to you by a third-party so long as that party does not breach any obligation not to reveal such information;

(3) voluntarily disclosed to the public by Nasdaq; or

(4) generally known to the public. 

The obligation of non-disclosure shall survive for as long as Nasdaq treats the information disclosed to User as confidential.

13. DISCLAIMERS. THERE ARE NO STANDARDS OF PERFORMANCE FOR THE SERVICE.  NASDAQ AND ITS PROVIDERS PROVIDE THE SERVICE AND CONTENT "AS IS" AND MAKE NO WARRANTIES OR REPRESENTATIONS OF ANY KIND EXPRESS, IMPLIED OR STATUTORY REGARDING USE OF THE SERVICE OR THE ACCURACY, COMPLETENESS OR TIMELINESS OF THE CONTENT.  NASDAQ AND ITS PROVIDERS DISCLAIM THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SOME STATES DO NOT ALLOW US EXCLUDE CERTAIN WARRANTIES. IN THOSE STATES, NASDAQ’S WARRANTIES ARE LIMITED TO THE EXTENT PERMITTED BY LAW.

To the extent Services provide any generative artificial intelligence technology (“GenAI”): GenAI is known to hallucinate and can generate inaccurate and/or outdated information. Nasdaq does not exercise control over, verify, or assume responsibility for any information generated by GenAI in the Services. It is your responsibility to verify the accuracy and non-infringement of GenAI-generated content before using it, and Nasdaq shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content.

From time to time, the Services may include information regarding securities. Neither Nasdaq nor any of Nasdaq's third party information providers ("Information Providers") (nor any of these entities' officers, employees, directors, or agents):

(1) has passed on the merit of any of these securities; or

(2) has endorsed or sponsored any of these securities.

The information contained herein is provided for informational and educational purposes only, and nothing contained herein should be construed as investment advice, either on behalf of a particular security or an overall investment strategy.

ADVICE FROM A SECURITIES PROFESSIONAL IS STRONGLY ADVISED.

The Services may contain information on various finance and accounting issues, securities and securities markets (collectively, "Financial Content"); however, there is no guarantee that any information on these matters is true, correct, or precise. ALL INFORMATION, INCLUDING BUT NOT LIMITED TO FINANCIAL CONTENT, IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. NASDAQ AND THE INFORMATION PROVIDERS MAKE NO REPRESENTATIONS AND DISCLAIM ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES OF ANY KIND TO USER AND/OR ANY THIRD PARTY, INCLUDING WARRANTIES AS TO ACCURACY, TIMELINESS, COMPLETENESS, MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE.

Investment related advice and comments presented on the Services are solely those of the individuals or entities who published them. They do not in any way represent the opinions of Nasdaq on whether to engage in any specific investing decision. Use caution as you read through information posted on the Services and when engaging other users.

Nasdaq may, but has no legal obligation to, remove content that it determines in its sole discretion to be inaccurate, unlawful, offensive threatening, libelous, defamatory, obscene or otherwise objectionable or violates any party's intellectual property.

The Nasdaq websites and/or Services are not a forum to register a formal regulatory complaint. If you have a specific complaint about the trading of a security, a broker-dealer, or registered representative, please register your complaint with an appropriate regulatory entity. For more information, see www.sec.gov (U.S. Securities and Exchange Commission), www.finra.org (Financial Industry Regulatory Authority) or www.nasaa.org (North American Securities Administrators Association).

Options involve risk and are not suitable for everyone. Each investor should review transaction costs, margin requirements and tax considerations with a broker and tax advisor before entering into any options strategy. Prior to buying or selling an option, a person must receive a copy of Characteristics and Risks of Standardized Options. Copies may be obtained from your broker, one of the exchanges or The Options Clearing Corporation, One North Wacker Drive, Suite 500, Chicago, IL 60606 or call 1-888-OPTIONS or visit www.optionseducation.org. Any strategies discussed, including examples using actual securities and price data, are strictly for illustrative and education purposes and are not to be construed as an endorsement, recommendation or solicitation to buy or sell securities.

14. LIMITATION OF LIABILITY. IF NASDAQ IS FOR ANY REASON HELD LIABLE TO USER, OR TO ANY OTHER INDIVIDUAL OR ENTITY, INCLUDING, BUT NOT LIMITED TO THE USER, WHETHER IN CONTRACT OR IN TORT, THE LIABILITY OF NASDAQ WITHIN A SINGLE YEAR OF THE AGREEMENT IS LIMITED TO THE GREATER OF: (1) ONE YEAR'S CHARGES, IF ANY; OR (2) $50.00.

NASDAQ SHALL NOT BE LIABLE TO USER OR TO ANYOTHER ENTITY OR INDIVIDUAL, INCLUDING, BUT NOT LIMITED TO THE USER, FOR ANY LOSS OF PROFITS, REVENUES, TRADES OR DATA OR FOR ANY DAMAGE TO USER'S EQUIPMENT, OR FOR ANY INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR INCIDENTAL LOSS OR DAMAGE OF ANY NATURE ARISING FROM ANY CAUSE WHATSOEVER, EVEN IF NASDAQ AND/OR ITS PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

SOME STATES AND FOREIGN COUNTRIES DO NOT ALLOW US TO LIMIT OUR LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. IN THOSE STATES OR FOREIGN COUNTRY, NASDAQ’S LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW.

15. Force Majeure. Notwithstanding any other term or condition of this Agreement, Nasdaq shall not be obligated to perform or observe their obligations undertaken in this Agreement if prevented or hindered from doing so by circumstances beyond its control.

16. Indemnification. You will indemnify and hold harmless Nasdaq and its employees, officers, directors, providers and other agents from any and all claims and losses imposed on, incurred by or asserted as a result of or related to:

(a) any non-compliance by User with the terms and conditions hereof; or

(b) any third-party actions related to User's receipt and use of the Services and content, whether authorized or unauthorized under the Agreement.

Any cooperation by Nasdaq in such defense is without waiver of any attorney-client, work product, or other legal privileges.

17. Term and Termination. This Agreement may be terminated by you upon written notice to Nasdaq. Upon notice to you, Nasdaq may terminate this Agreement at any time for any reason including, but not limited to, your breach of any term of this Agreement.

18. Reporting Copyright Infringement on the Services.

18.1 Overview. Nasdaq respects the intellectual property rights of others. If a copyright owner believes that their copyright-protected content appears and/or is otherwise made available on the Nasdaq Site without authorization, the copyright owner may, per the U.S. Digital Millennium Copyright Act (DMCA), initiate a "notice-and-takedown" procedure to have the content removed.

The following is an overview of how the DMCA notice-and-takedown procedure operates:

If a copyright owner believes that the Nasdaq Site includes infringing content, the copyright owner may send a corresponding Notification of Claimed Infringement to Nasdaq.

Provided that the Notification of Claimed Infringement is effective, Nasdaq, Inc. will: (i) promptly remove the content; and (ii) promptly provide the Notification of Claimed Infringement to the content owner and notify the content owner that the content has been removed.

If the content owner believes that the Notification of Claimed Infringement was wrongfully submitted (due to mistake or misidentification), the content owner may send a Counter-Notification to Nasdaq.

If Nasdaq receives an effective Counter-Notification, then Nasdaq will send a Reinstatement Notification to the copyright owner. This Reinstatement Notification will indicate that the removed content will be reinstated in not less than ten (10) business days and no more than fourteen (14) business days, unless Nasdaq first receives notice from the copyright owner that a legal action has been initiated by the copyright owner in relation to the content.

There are a number of items of information that a Notification of Claimed Infringement or a Counter-Notification must include in order to be effective; additionally, in order to be effective, the Notification of Claimed Infringement and Counter-Notification must be sent to a particular person designated for this purpose (Nasdaq Inc.'s "Designated Agent"). Information regarding the requirements for Notification of Claimed Infringement and Counter-Notification, as well as contact information for the Designated Agent, are provided below.

Under 17 U.S.C.§ 512(f), a Notification of Claimed Infringement or Counter-Notification that includes a knowing material misrepresentation may subject the submitter of such Notification of Counter-Notification to damages, including costs and attorney's fees.

18.2. Requirements for an Effective Notification of Claimed Infringement. For your Notification of Claimed Infringement to be effective, it must include substantially the following items of information:

• A physical or electronic signature of a person authorized to act for and on behalf of the copyright owner;
• Identification of the copyrighted work(s) claimed to have been infringed;
• Identification of the content that is claimed to be infringing, and information reasonably sufficient to permit Nasdaq to locate the content (e.g., specific URLs where the content may be found);
• Information reasonably sufficient to permit Nasdaq to contact you, including an address, telephone number, and, if available, an electronic mail address;
• A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or any law; and
• A statement that the information in the notification is accurate and, UNDER PENALTY OF PERJURY, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

18.3 Requirements for an Effective Counter-Notification. For your Counter-Notification to be effective, it must include substantially the following items of information:

• Your physical or electronic signature;
• Identification of the content and the location (e.g., URL) at which the content appeared before it was removed;
• A statement UNDER PENALTY OF PERJURY that you have a good faith belief that the content was removed as a result of mistake or misidentification;
• Your name, address, and telephone number; and
• A statement that you consent to the jurisdiction of the Federal District Court for the judicial district of Manhattan, New York, NY, and that you will accept service of process from the person who provided the Notification of Claimed Infringement or an agent of such person.

18.4 Contact Information for Designated Agent. As noted above, a Notification of Claimed Infringement must be sent to Nasdaq's Designated Agent to be effective. Nasdaq's Designated Agent can be reached as follows (email preferred):

1. Via email at: dmca@nasdaq.com

2. Via post at:

   Office of General Counsel
   ATTN: IP Department - Copyright Agent
   Nasdaq, Inc.
   805 King Farm Blvd., 2nd Floor
   Rockville, MD 20850 

18.5. Repeat Infringers. Nasdaq will, in appropriate circumstances, terminate the accounts of repeat copyright infringers.

19. Notices. All notices and other communications required under this Agreement shall be in writing and shall be directed to: (a) Nasdaq, Inc., Attn: Office of the General Counsel, 805 King Farm Boulevard, Rockville, MD 20850; or (b) to User at the address and addressed to the person that the Service password was sent. Notice shall be deemed to have been duly given upon actual receipt by a party, or upon constructive receipt if sent by certified mail, postage pre-paid, return receipt requested, at such address or any other address, as any party hereto shall hereafter specify by Notice to the other party hereto.

20. Arbitration. 

20.1. Applicability of Arbitration Agreement. Subject to the terms of this Arbitration Agreement, you and Nasdaq agree that any disagreement, controversy, or claim arising out of or relating in any way to your access to or use of the Services or of the Nasdaq Site, any Communications you receive, or the Agreement and prior versions of the Agreement (each, a “Dispute”) will be resolved by binding arbitration, rather than in court, except that: (1) you and Nasdaq may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (2) you or Nasdaq may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of the Agreement as well as claims that may arise after the termination of the Agreement. 

20.2 Informal Dispute Resolution. There might be instances when a Dispute arises between you and Nasdaq. If that occurs, Nasdaq is committed to working with you to reach a prompt, low‐cost and mutually beneficial resolution. You and Nasdaq agree to participate in good faith informal efforts to resolve Disputes before starting an arbitration or initiating an action in small claims court (“Informal Dispute Resolution”). You and Nasdaq agree that as part of these efforts, either party has the option to ask the other to meet and confer telephonically (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you must also personally participate.

To initiate Informal Dispute Resolution, a party must give notice in writing to the other party (“Notice”).  Such Notice to Nasdaq that you intend to initiate an Informal Dispute Resolution Conference should be sent by email to OGC@nasdaq.com or regular mail to our offices located at [Office of General Counsel, Nasdaq, Inc., 805 King Farm Blvd., 2nd Floor, Rockville, MD 20850]. The Notice must include: (1) your name, telephone number, mailing address, e‐mail address associated with your Account; (2) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (3) a description of the Dispute. Nasdaq will send Notice and a description of the Dispute to your email address or regular address on file.

The Informal Dispute Resolution process lasts 45 days and is a mandatory precondition to commencing arbitration.  During this period, either party has the option to ask the other to meet and confer telephonically as part of a good faith effort to resolve the Dispute (“Informal Dispute Resolution Conference”).   The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree.

The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in Informal Dispute Resolution.

20.3. Waiver of Jury Trial. YOU AND NASDAQ HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Nasdaq are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in the subsection entitled “Applicability of Arbitration Agreement” above. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review. 

20.4. Waiver of Class and Other Non-Individualized Relief. EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party's individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under the subsection entitled “Batch Arbitration.” Notwithstanding anything to the contrary in this Arbitration Agreement, if a final decision, not subject to any further appeal or recourse, determines that the limitations of this subsection, “Waiver of Class and Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Nasdaq agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the [state or federal courts located in the State of New York. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or Nasdaq from participating in a class-wide settlement of claims.

20.5. Rules and Forum. The Terms evidence a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings. If Informal Dispute Resolution does not resolve satisfactorily within forty-five (45) days after receipt of a Notice, you and Nasdaq agree that either party shall have the right to finally resolve the Dispute through binding arbitration.

The arbitration will be administered by the National Arbitration & Mediation ("NAM”) in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedure (the “NAM Rules”) in effect at the time of arbitration, except as supplemented, where applicable, by the NAM Mass Filing Supplemental Dispute Resolution Rules and Procedures (the “NAM Mass Filing Rules”), and as modified by this Arbitration Agreement. The NAM Rules are currently available at https://www.namadr.com/resources/rules-fees-forms/.

A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). The Request must include: (1) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration and the account username (if applicable) as well as the email address associated with any applicable account; (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States Dollars; (4) a statement certifying completion of the Informal Dispute Resolution process as described above; and (5) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration.

If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that: (1) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery. 

Unless you and Nasdaq otherwise agree, or the Batch Arbitration process discussed in subsection 20.9 is triggered, the arbitration will be conducted in the county where you reside. Subject to the NAM Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of the arbitration. If NAM is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any NAM fees and costs will be solely as set forth in the applicable NAM Rules.

You and Nasdaq agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.

You and Nasdaq agree that at least 14 days before the date set for an arbitration hearing, any party may serve an offer in writing upon the other party to allow judgment on specified terms. If the offer made by one party is not accepted by the other party, and the other party fails to obtain a more favorable award, the other party shall not recover any post-offer costs to which they otherwise would be entitled and shall pay the offering party’s costs from the time of the offer.

20.6. Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of New York and will be selected by the parties from NAM's roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Request, then NAM will appoint the arbitrator in accordance with NAM Rules, provided that if the Batch Arbitration process under subsection 20.9 is triggered, NAM will appoint the arbitrator for each batch.

20.7. Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes regarding the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except that all Disputes regarding the subsection entitled “Waiver of Class and Other Non-Individualized Relief,” including any claim that all or part of the subsection entitled “Waiver of Class and Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such subsection entitled “Waiver of Class and Other Non-Individualized Relief” has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator. The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction.

20.8. Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). [If you or Nasdaq need to invoke the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains an order compelling arbitration in such action shall have the right to collect from the other party its reasonable costs, necessary disbursements, and reasonable attorneys' fees incurred in securing an order compelling arbitration.]

20.9. Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and Nasdaq agree that in the event that there are twenty-five (25) or more individual Requests of a substantially similar nature filed against Nasdaq by or with the assistance of the same law firm, group of law firms, or organizations, within a ninety (90) day period (or as soon as possible thereafter), NAM shall (1) administer the arbitration demands in batches of 100 Requests per batch (or, if between twenty-five (25) and ninety-nine (99) individual Requests are filed, a single batch of all those Requests, and, to the extent there are less than 100 Requests remaining after the batching described above, a final batch consisting of the remaining Requests); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”).

All parties agree that Requests are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise NAM, and NAM shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by Nasdaq.

You and Nasdaq agree to cooperate in good faith with NAM to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings.

This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, except as expressly set forth in this provision.

20.10. 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: [insert address], within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your Nasdaq account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of these Terms will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.

20.11. Invalidity, Expiration. Except as provided in the subsection entitled “Waiver of Class or Other Non-Individualized Relief,” if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. You further agree that any Dispute that you have with Nasdaq as detailed in this Arbitration Agreement must be initiated via arbitration within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. You and Nasdaq agree that any Dispute must commence within one (1) year after the cause of action accrues; otherwise, such cause of action is permanently barred.

20.12. Modification. You and we agree that Nasdaq retains the right to modify this Arbitration Clause in the future. Any such changes will be posted at [insert address] and you should check for updates regularly. Notwithstanding any provision in these Terms to the contrary, we agree that if Nasdaq makes any future material change to this Arbitration Agreement, it will notify you. Unless you reject the change within thirty (30) days of such change become effective by writing to Nasdaq at [insert address], your continued use of the Nasdaq Site and/or Services, including the acceptance of products and services offered on the Nasdaq Site following the posting of changes to this Arbitration Agreement, constitutes your acceptance of any such changes. Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the Arbitration Agreement if you have previously agreed to a version of these Terms and did not validly opt out of arbitration. If you reject any change or update to this Arbitration Agreement, and you were bound by an existing agreement to arbitrate Disputes arising out of or relating in any way to your access to or use of the Services or of the Nasdaq Site, any Communications you receive, any products sold or distributed through the Nasdaq Site, the Services, or these Terms, the provisions of this Arbitration Agreement as of the date you first accepted the Terms (or accepted any subsequent changes to these Terms) remain in full force and effect. Nasdaq will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of these Terms.

21. Headings. Section headings are included for convenience only and are not to be used to construe or interpret this Agreement.

22. Waiver and Severability. No failure on the part of any of Nasdaq or User to exercise, no delay in exercising, and no course of dealing with respect to any right, power, or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power, or privilege preclude any other or further exercise thereof or if the exercise of any person or circumstance, shall to any extent be held invalid or unenforceable, the remainder of this Agreement, or the application of such terms or provisions to persons or circumstances other than those as to which they are held invalid or unenforceable, shall not be affected thereby and each such term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.

23. Survival of Provisions. The terms of this Agreement apply to those obligations that survive any cancellation, termination, or rescission, namely, obligations relating to, Ownership, Limitation of Liability, Consequential Damages, Indemnification, Warranties, Non-Use of Corporate Names and Marks, Confidentiality and Restrictions on use of the Services and content.

24. Governing Law. This Agreement shall be deemed to have been made in the United States in the State of New York and shall be construed and enforced in accordance with, and the validity and performance hereof shall be governed by, the laws of the State of New York, without reference to principles of conflicts of laws thereof. PLEASE NOTE THAT BY AGREEING TO THIS AGREEMENT, YOU ARE: (1) WAIVING CLAIMS THAT YOU MIGHT OTHERWISE HAVE AGAINST US BASED ON THE LAWS OF OTHER JURISDICTIONS, INCLUDING YOUR OWN; (2) IRREVOCABLY CONSENTING TO THE EXCLUSIVE JURISDICTION OF, AND VENUE IN, STATE OR FEDERAL COURTS IN THE STATE OF NEW YORK OVER ANY DISPUTES OR CLAIMS YOU HAVE WITH US; AND (3) SUBMITTING YOURSELF TO THE PERSONAL JURISDICTION OF COURTS LOCATED IN THE STATE OF NEW YORK FOR THE PURPOSE OF RESOLVING ANY SUCH DISPUTES OR CLAIMS

25. Entire Agreement. This Agreement constitutes the entire Agreement between the parties with respect to the subject matter hereof, and supersedes all prior negotiations, communications, writings, and understandings. Nasdaq may modify this Agreement from time to time. If you do not agree to the changes, stop using our Services (and remember to cancel any fee-based services) before the changes take effect. Your continued use of a Service after the effective date of any changes means that you agree to the changes If a court of law finds that any provision of this Agreement is invalid or unenforceable, the remaining provisions will continue to be valid and enforceable.

Additional Terms

Nasdaq+ Supplemental Terms

Credit Card Payment. You expressly agree that Nasdaq is permitted to invoice and charge your credit card or accepted payment account the applicable fees, applicable taxes and any other charges that you may incur with Nasdaq in connection with your use of Nasdaq+. Notwithstanding Section 10 of the Agreement, such fees, taxes and related charges will be billed to the credit card or accepted payment account that you provide at the beginning of each month. You agree to allow Nasdaq’s service provider, to process and store your payment information. If payment is not received or cannot be charged to your credit card or accepted payment account for any reason in advance of the applicable subscription term, Nasdaq reserves the right to either suspend or terminate your access to Nasdaq+, and at Nasdaq’s sole discretion, terminate this Agreement.

Cancellation of Services. Notwithstanding Section 17 of the Agreement, You may cancel your Nasdaq+ Service at any time through the Nasdaq+ Account Portal. Cancellation will be effective at the end of the then current billing period. You shall not be eligible for any refunds for cancellation of the services.

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"FTSE®", "FT-SE®", "Footsie®", ["FTSE4Good®" and "techMARK"] are trademarks jointly owned by the London Stock Exchange Plc and The Financial Times Limited and are used by FTSE International Limited ("FTSE") under license. ["All-World®", "All-Share®" and "All-Small®" are trademarks of FTSE.]

The FTSE All World Index data ex-US (AW01UK), FTSE RAFI 1000 Index (FR10UK) and FTSE100 (UKX100) indices are calculated by FTSE. FTSE does not sponsor, endorse or promote this product and is not in any way connected to it and does not accept any liability in relation to its issue, operation and trading. FSTE data on Nasdaq.com is fifteen (15) minutes delayed.

Sections of the Nasdaq Site are powered by HyperFeed® market data. Data is delayed twenty (20) minutes unless otherwise noted, is believed accurate but is not warranted or guaranteed by HyperFeed Technologies, Inc. and is subject to HyperFeed Technologies, Inc. terms. All times are Eastern United States.

UK Modern Slavery Act Transparency Statements

Nasdaq’s UK Modern Slavery Act Transparency Statements can be found here.

UK Tax Strategy Statements

Nasdaq’s UK Tax Strategy Statements can be found here.