PLATFORM PROVIDER AGREEMENT

This PLATFORM LICENSE AND SERVICES AGREEMENT (this "Agreement") is made effective as of the date
first written below (the "Effective Date"), by and between Tradier Brokerage, Inc., an Illinois corporation
(“TBI” or “Tradier Brokerage”), and the undersigned platform provider
by_________________________[Name of Entity], a
_______________________________________[type of entity eg a Delaware corporation]___
("Provider" or "You”). TBI and Provider may be referred to individually as a "Party" and collectively as
the "Parties."

RECITALS
WHEREAS, Provider wishes to utilize TBI’s Application Program Interface (“API”) in connection with the
Provider’s business;
WHEREAS, the Parties intend to enter into this Agreement pursuant to which, as expressly provided
herein:

A. TBI will make available to Provider the “Services” (defined below);

B. Provider will use the API or web properties in accordance with and subject to the terms of this
Agreement and to the Application Program Interface user agreement (“API User Agreement”) as in
effect from time to time; WHEREAS, in furtherance of the objectives set forth above, the parties
hereto desire to enter into this Agreement.

THEREFORE, in consideration of the foregoing and the mutual covenants and agreements contained
herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, TBI and Provider, intending to be legally bound, hereby agree as follows:

SECTION 1. CERTAIN DEFINITIONS

1.1 "Intellectual Property Rights" mean all inventions, discoveries, trademarks, patents, trade names,
copyrights, moral rights, jingles, know-how, intellectual property, software, shop rights, licenses,
developments, research data, designs, technology, trade secrets, test procedures, processes, route lists,
computer programs, computer discs, computer tapes, literature, reports and other confidential
information, intellectual and similar intangible property rights, whether or not patentable or
copyrightable(or otherwise subject to legally enforceable restrictions or protections against
unauthorized third party usage), and any and all applications for, registrations of and extensions,
divisions, renewals and reissuance of, any of the foregoing, and rights therein, including without
limitation (a) rights under any royalty or licensing agreements, and (b) programming and programming
rights, whether on film, tape or any other medium which a Party owns or for which has a right to use.

1.2. "Person" means any natural person, legal entity, or other organized group of persons or entities. (All
pronouns whether personal or impersonal, which refer to Person include natural persons and other
Persons.)
1.3. "Qualifying Account or Registered Account” means an approved funded brokerage account with
TBI which the provider has both referred or is also providing access through its platform as per the terms
defined in this agreement and order form.

SECTION 2. THE SERVICES

2.1. API License. Subject to the terms and conditions of this Agreement and to the API User
Agreement
attached hereto, TBI hereby grants to Provider a limited, non-exclusive license for Provider to
use the API, through which the Provider can connect Provider’s platform to the API. When
Provider connects its platform to the API, Provider’s users who have TBI brokerage accounts can
securely retrieve their information and issue pre-defined instructions through Provider’s
platform directly with TBI. Additionally, Provider’s users who have TBI brokerage accounts shall
have the ability to securely view account information (balances, positions, activity, gains &
losses) and trading capabilities through the Provider’s platform.

2.2 TBI Website Interface Access. Subject to the terms and conditions of this Agreement, TBI may,
upon Provider’s request, provide access to complete or partial components of the TBI’s secure
website through which Provider can connect its platform. The TBI Website has fixed and has
essential functionality as to the date the execution of this agreement that the platform provider
has verified and acknowledges that it meets the requirements as per this agreement.

SECTION 3. OWNERSHIP AND BRANDING

3.1. Ownership of API. TBI is and at all times shall remain the sole and exclusive owner of all
rights and interests to the API and of any and all Intellectual Property Rights related thereto,
including developments therefrom, unless otherwise provided under the terms of this
Agreement. Furthermore, any software, workflow processes, user interface, designs, know-how,
licenses, software and documentation (defined below), and other technologies provided by TBI
pursuant to this Agreement are the proprietary property of TBI and its licensors, and all right,
title and interest in and to such items, including all associated intellectual property rights,
remain only with TBI. TBI reserves all rights unless expressly granted in this agreement.

3.2 Restrictions. Provider may not (i) sell, resell, rent or lease the API or the API License; (ii) use
the API or the API License to store or transmit infringing, unsolicited marketing emails, libelous,
or otherwise objectionable, unlawful or tortious material, or to store or transmit material in
violation of third-party rights; (iii) interfere with or disrupt the integrity or performance of the
API; (iv) attempt to gain unauthorized access to the API or any related systems or networks; (v)
reverse engineer the API, the Website or any software and other documentation; or (vi) access
the API in order to build a competitive service or product, or copy any feature, function or
graphic for competitive purposes.

SECTION 4. FEES
Please refer to the Order Form.
4.1. License Fees. Provider shall pay TBI all fees as specified on the Order Form (attached
hereto, and made a part of this Agreement), but if not specified on the Order Form, then within
 30 days of receipt of an invoice from TBI. This Agreement is subject to the Order Forms with the
most recent date, all of which shall be governed by the terms of this Agreement regardless of
when submitted by the Provider to TBI.

SECTION 5. INTELLECTUAL PROPERTY RIGHTS.

5.1. Provider Property. Provider is or shall be the exclusive owner of and shall retain all right,
title and interest to all Intellectual Property Rights that Provider, respectively, owns or has the
right to use (the "Provider Property").

5.2. TBI Property. TBI is the exclusive owner of and shall retain all right, title and interest to
all Intellectual Property Rights that TBI, respectively, owns or has the right to use (the " TBI
Property”).

5.3. Cooperation. Each party agrees to take all action and cooperate as is reasonably
necessary, at the other party's request and expense, to protect the other's respective rights,
titles, and interests specified in this Section 5 and further agrees to execute any documents that
might be necessary to perfect each party's ownership of such rights, titles, and interests.

SECTION 6. WARRANTIES; REPRESENTATIONS; INDEMNITIES; LIABILITIES; DISCLAIMERS.

Provider represents and warrants that:

6.1 It understands that it is not a registered broker dealer registered with FINRA and cannot
engage in any commission sharing with TBI.
6.2 TBI does not allow for opening transactions in OTC-BB and Pink Sheet securities
6.3 It has the full power and authority to enter into and fully perform this Agreement.
6.4 It owns or controls all right, title, and interest in and to all Intellectual Property Rights
therein,
6.5 The data and the use thereof pursuant to this Agreement shall not violate any law or infringe
upon or violate any rights of any person.
6.6 It understands that it cannot and will not directly or indirectly represent, communicate or
operate as a registered broker dealer during the term of this agreement.
6.7 it will ensure that any use of the API or Website is in accordance with the License, shall
comply with this Agreement and with the terms of the API User Agreement and comply with
all applicable laws.
6.8 By virtue of utilizing the API or TBI website interface, the Provider consents to and accepts
any risk associated with connecting investors resulting from Providers failure of Providers
platform.
6.9 it understands that TBI shall not be liable for any losses as a result of issues addressed in this
Agreement nor shall TBI be liable for any losses realized for technical issues involving the
API, TBI website, third party technology or product offerings associated with TBI, API License
or TBI website interface (including, but not limited to, system outages or downtime).
6.10 It understands that TBI has not and shall not make any representations, warranties or
other guarantees as to the accuracy, timeliness or efficacy of any market data, information,
or other functionality made available through the API or the TBI website.
 6.11 The provider understands that the website functionality has a fixed set of functionality
as of the date of the execution of this agreement and any enhancements and all changes,
including design, application, infrastructure, process or support are not included as a part of
this agreement.
6.12 It understands that the any rates, commissions or fees mentioned or offered as a part of
this agreement or the attached order forms can be changed by TBI at its sole discretion
during the term of this contract or after the termination of the agreement.
6.13 It understands that as a Broker Dealer TBI at its sole discretion can terminate,
disconnect, change fees and communicate directly with any registered accounts.
6.14 It understands that as a non-registered entity, it cannot provide any brokerage related
support that includes account or execution management or brokerage customer support.

Limitation on Liability.
(a) TBI shall not be liable for any damage, liability or loss resulting from a cause over which it does
not have direct control, including but not limited to the failure of electronic or mechanical equipment or
communication lines, telephone or other interconnect problems, unauthorized access or theft.
(b) TBI IS NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES
ARISING OUT OF OR RELATED TO THIS AGREEMENT (INCLUDING, WITHOUT LIMITATION, COSTS OF
DELAY; LOSS OF DATA, RECORDS OR INFORMATION; LOST PROFITS AND ANY FAILURE OF DELIVERY OF
THE Service).
(c) TBI LIABILITY FOR ALL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT (WHETHER
IN CONTRACT, TORT OR OTHERWISE) SHALL NOT EXCEED THE ACTUAL AMOUNT PAID BY Provider
WITHIN THE PRECEDING 12 MONTHS UNDER THIS AGREEMENT.

Disclaimers.
(a) TBI DISCLAIMS ALL OTHER WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED
WARRANTIES OF MERCHANTABILITY, TITLE AND FITNESS FOR A PARTICULAR PURPOSE. THE Service MAY
BE INTERRUPTED OR CONTAIN AN ERROR. WHILE TBI TAKES REASONABLE PHYSICAL, TECHNICAL AND
ADMINISTRATIVE MEASURES TO SECURE THE Service, TBI DOES NOT GUARANTY THAT THE Service
CANNOT BE COMPROMISED.
(b) DISCLAIMER OF PLATFORM ACTIONS. THIRD PARTIES CAN IMPAIR OR DISRUPT THE
PERFORMANCE OF THE CUSTOMER API. TRADIER BROKERAGE DOES NOT CONTROL THE FLOW OF DATA
WITHIN THE PLATFORM PROVIDER AND WILL NOT BE RESPONSIBLE FOR ANY SYSTEM IMPAIRMENTS.
WHILE TBI USES COMMERCIALLY REASONABLE EFFORTS TO AVOID SUCH EVENTS, TRADIER BROKERAGE
CANNOT GUARANTEE THAT SUCH EVENTS WILL NOT OCCUR. AS A RESULT, TRADIER BROKERAGE
DISCLAIMS ALL LIABILITY RELATED TO SUCH EVENTS.
(c) Access to Customer Account Information. Through the use of the TBI Platform, the Provider may
have access to customer account information. The Provider agrees that its platform will employ
appropriate security, policies, procedures, controls and systems to ensure a safe and secure
environment to transmit, and monitor. The Provider is required to report to TBI any known possibilities
of misuse of customer account Information
(d) Provider Web Sites and Applications (Sites). Some of the material provided via the API has been
produced by independent providers unaffiliated with TBI. TBI’s consent to any connectivity between the
Provider and the API, Web site or otherwise, does not constitute a recommendation by TBI to (i) invest
in any security; or (ii) utilize any investment strategy of any kind. Nothing in this Agreement constitutes a
representation, warranty or other guarantee by TBI as to the present or future value or suitability of any
sale, trade or other transaction involving any particular security or any other investments.
(e) Data Provided by TBI through API. TBI uses market data feeds and other data received from
third parties for quotes provided on the TBI Web site, API or other platforms. From time to time and
subject to then in effect agreements between TBI and any third parties, TBI may make such market data
feeds available through the API. TBI cannot guarantee that those market data feeds will be identical to
all other market data feeds or any current or future data feeds offered by TBI.
(f) Order Vetting. In addition, all orders submitted to TBI are subject to order vetting. Orders
created and submitted through the API are not vetted until they are received by TBI. It is possible that
TBI may reject an order placed through API. TBI cannot guarantee that the order will be accepted when
the order is routed to the market for execution, and TBI cannot guarantee that notifications and
Information provided to Provider by TBI will be successfully delivered to or displayed by API.
(g) Usage of Services by Provider. Provider agrees that all data, platforms, API, components,
connectivity, modules and access will be used by the Provider only to provide services to Tradier
Brokerage Account Holders.
(h) Trading Commissions and Account Holder Chargers. Provider agrees and understands that TBI
has sole and complete ownership of Trading commissions and account service charges. The provider
cannot modify, co-sell or co-brand any TBI commissions or fees. Provider will not package commissions
as part of its fees or service charges. Provider will never represent anything as commissions or fees other
than those made available by TBI.
(i) Fixed Monthly Platform Service Fee: Provider agrees and understands that as for the utilization
of the TBI platform the Provider may have to pay TBI a fixed monthly platform fee for each brokerage
account at TBI that is also a registered account holder at Provider Platform. These fees are fixed per
account and have no dependency on trading activity. The fees are described on the Order Form.
(j) Account Support. Provider agrees and understands that in any situation it shall not provide
brokerage account support or represent itself in that capacity. The Provider agrees that it or its direct or
indirect staff shall not represent TBI. All such interactions must be handled by and directed to TBI.
(j) Roles and Regulatory acknowledgement. Provider agrees and understands that TBI is a
regulated introducing Broker Dealer and agrees to all the related roles defined in the recitals and
definitions of this agreement.
(k) Approvals Tradier may review and approve at its sole discretion all Provider’s offerings
connected to TBI and ensure compliance with its requirements and regulatory obligations. TBI may
regularly provide guidelines to assist Platform Providers on its requirements.
(l) Provider’s Users. The Provider will not directly or directly aid or assist in the violation of the API
agreement attached. The provider also agrees to keep track of any changes to the API agreement on the
TBI website.

SECTION 7. CONFIDENTIALITY.
The terms of this Agreement and information and data that either party has received or will receive from
the other party and other matters relating to the respective businesses of the parties is proprietary and
confidential information of the disclosing party ("Confidential Information"), including without
limitation any information that is marked as "confidential" or should be reasonably understood to be
confidential or proprietary to the disclosing party and any reference manuals compiled or provided
hereunder. Each party agrees that for the Term and for two (2) years thereafter, it will not disclose to
any third party nor use for any purpose not permitted under this Agreement any Confidential
Information disclosed to it by the other party. The nondisclosure obligations set forth in this Section shall
not apply to information that the receiving party can document is generally available to the public (other
than through breach of this Agreement by the receiving party) or was already lawfully in the receiving
party's possession at the time of receipt of the information from the disclosing party. Exception will be
made for information requested by a court of competent jurisdiction or FINRA or SEC, state securities
regulators etc.

SECTION 8. TERM, TERMINATION.

8.1. Term. Subject to the termination provisions in this Section 8, this Agreement shall remain in force
for two (2) years from the Effective Date and shall renew automatically for an additional one (1) year
term unless either Party provides the other Party written notice of its intent to terminate the Agreement
no less than sixty (60) notice prior to then current term.

8.2. Immediate Termination

a) This agreement will automatically be terminated, if FINRA, SEC or any federal or state authority
requests a hold of a part or complete activity of the provider.
b) If TBI reasonably believes that the provider has violating any TBI Regulatory requirements or is
creating financial, operational, regulatory or reputational Risk for the for TBI or its account
holders, then TBI can immediately terminate the contract with immediate notice at its sole
discretion.

8.3. Termination. This Agreement may be terminated by Tradier at any time during the term of the
agreement by issuing a sixty (60) day advance written notice. “Written Notice” shall mean
correspondence sent by registered mail (including but not limited to FedEx, UPS and USPS), fax or email.

8.4. Effects of Termination. In the event of termination, the obligations of the Parties under Sections 5, 6
and 7 shall survive the termination of this Agreement. Provider will be required to pay the required
monthly minimums and any additional fees for the full length of the remaining term of the contract as
defined in the order form. Upon termination of this agreement for any reason, the API License shall be
revoked and the TBI website interface shall be discontinued, as the case may be, and Provider must pay
TBI for any unpaid amounts, and destroy or return all property of TBI. Provider will confirm its
compliance with this destruction or return requirement in writing upon request of TBI.

SECTION 9. ACCOUNT MANAGEMENT

9.1. If a Qualified Account holder discontinues his/her relationship with the Provider or TBI, then the
either party must inform the other party within a 24-hour period.
9.2. If the Platform Provider does not pay the required subscription fees for a subset of Qualifying
Accounts or all the accounts, then TBI at it sole discretion the right to offer an appropriate alternate
platform or pricing fee structure directly to a subset or all the Qualifying Accounts.
SECTION 10. GENERAL.
10.1 Assignment. Each party agrees to provide to the other party prompt written notice of
any assignment. Provider may not assign this Agreement to a third party without the prior
written consent of the other party, which will not be unreasonably withheld.
10.2 Governing Law; Venue and Jurisdiction. This Agreement is governed by the laws of New
York, without regard to conflict of law principles. Any dispute arising out of or related to this
agreement may only be brought in the state and federal courts for New York, New York,
USA. Both parties consent to the personal jurisdiction of such courts and waive any claim
that it is an inconvenient forum. Nothing in this agreement prevents either party from
seeking injunctive relief in a court of competent jurisdiction.
10.3 Severability. If any provision of this Agreement (or any portion thereof) or the
application of any such provision (or any portion thereof) to any Person or circumstance
shall be held invalid, illegal or unenforceable in any respect by a court of competent
jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision
hereof (or the remaining portion thereof) or the application of such provision to any other
Persons or circumstances.
10.4 Notices. All notices or other communications required or permitted to be given
hereunder shall be in writing and shall be delivered by hand or sent, postage prepaid, by
registered, certified or express mail or reputable overnight courier service and shall be
deemed given when so delivered by hand, or if mailed, three days after mailing (one
business day in the case of express mail or overnight courier service), as follows:

If to TBI:
Tradier Brokerage, Inc.
11016 Rushmore Dr., Suite 350
Charlotte, NC 28277

If to Provider:

For API keys:

Full Name: _________________________________

Email: _____________________________________

Platform Name: ______________________________

For purposes of operational messages and notices, TBI may send email notices to the email
address associated with Provider's account.
10.5 No Partnership. The parties to this Agreement are independent contractors. There is no
relationship of partnership, joint venture, employment, franchise, or agency between the
parties. Neither party shall have the power to bind the other or incur obligations on the other's
behalf without the other's prior written consent.

10.6. Waiver. No failure of either party to exercise or enforce any of its rights under this
Agreement shall act as a waiver of such right.

10.7. Entire Agreement. This Agreement, along with the API User Agreement and the initial and
ongoing Order Forms which are incorporated by reference, contains the entire agreement and
understanding between the parties hereto with respect to the subject matter hereof and
supersedes all prior agreements and understandings relating to such subject matter. Neither
party shall be liable or bound to any other party in any manner by any representations,
warranties or covenants relating to such subject matter except as specifically set forth herein.
10.8. Counterparts. This Agreement may be executed in one or more counterparts, all of which
shall be considered one and the same agreement, and shall become effective when one or more
such counterparts have been signed by each of the parties and delivered to each of the other
parties.
10.9. Amendment. This Agreement may not be amended except by an instrument in writing
signed on behalf of each of the parties hereto. By an instrument in writing, any two parties
hereto may waive compliance by the third party with any term or provision of this Agreement
that such third party was or is obligated to comply with or perform.
10.10. Headings. The headings contained in this Agreement or in any Exhibit or Schedule hereto,
or linked document, as applicable, are for reference purposes only and shall not affect in any
way the meaning or interpretation of this Agreement. All Exhibits and Schedules annexed hereto
or any linked documents referred to herein are hereby incorporated in and made a part of this
Agreement as if set forth in full herein. Any capitalized terms used in any Schedule or Exhibit or
linked documents but not otherwise defined therein, shall have the meaning as defined in this
Agreement. When a reference is made in this Agreement to a Section, Exhibit, Schedule, or
linked document, such reference shall be to a Section of, or an Exhibit, Schedule to, or document
linked to this Agreement unless otherwise indicated.
10.11. Independent Contractors. The parties are independent contractors with respect to each
other.
10.12. Enforceability and Force Majeure. If any term of this Agreement is invalid or
unenforceable, the other terms remain in effect. Neither party is liable for force majeure events.
10.13. Money Damages Insufficient. Any breach by a party of this Agreement or violation of the
other party’s intellectual property rights could cause irreparable injury or harm to the other
party. The other party may seek a court order to stop any breach or avoid any future breach.
10.14. Order of Precedence. If there is an inconsistency between this agreement and an Order
Form, the Order Form prevails.
10.15. Dispute Resolution. Any and all disputes that may arise out of or relate to this
Agreement, other agreements or any other relationship involving Provider and TBI (whether
occurring prior to, as part of, or after the signing of this Agreement), shall first be resolved by
good faith negotiations between the parties with the assistance of non-binding mediation. If the
dispute is not resolved through mediation within sixty (60) days following the first notification of
 a request to mediate, then either party shall have the right to require the matter to be resolved
by final and binding arbitration by JAMS dispute resolution service pursuant to its Streamlined
Arbitration Rules and Procedures, or such other arbitration procedures as may be agreed to in
writing by the parties. Judgment upon an award of the arbitrators may be entered and enforced
in any court having jurisdiction. Arbitration shall be before a single arbitrator in Manhattan, New
York. Any party may bring an action in any court of competent jurisdiction, if necessary: (i) to
compel arbitration under this arbitration provision, or (ii) to obtain preliminary or other
equitable relief in support of claims to be prosecuted in arbitration, or (iii) to enter a judgment
of any award rendered pursuant to such arbitration. With the exception of actions for equitable
relief, negotiation, mediation and arbitration shall be the exclusive means of dispute resolution
as between Provider and TBI and their respective agents, employees, officers and members. The
parties acknowledge that a breach of the provisions of this Agreement could result in irreparable
harm to the other party, and therefore agree that the nonbreaching party shall be entitled to
seek specific performance or other equitable relief in any court of competent jurisdiction.

This Agreement is acknowledged and agreed to as follows:

Platform Provider Tradier Brokerage, Inc

Signature Signature

Name Name

Title Title

Date Date
 ORDER FORM
Fees Tradier Brokerage, Inc. (TBI) will offer Registered Accounts that
were referred by the Provider Flat Price, individual trade
commission free Equity and Options trading:

Monthly Fees:
License Fee Waived

Accounts Subscription Fee for

Registered Accounts
unlimited commission free
trades
Unlimited Commission Free
Equity Trading: $0/month per
funded registered account.

Unlimited Commission Free

Equity & Options Trading:
$10/month per funded
registered account.

The same Account Holder

may open a second Unlimited
Commission Free Equity &
Options Trading account for
$10/month per funded
registered account. Any
additional unlimited
commission free Equity &
Options trading accounts
over two for the same
account holder are
$0/month.

 Tradier Brokerage Inc. charges for exchange, OCC and

regulatory fees. Other fees and applicable minimums may
apply. See Fee Schedule:
https://s3.amazonaws.com/documents.tradierbrokerage.
com/tbi/tbi_fee_schedule-09282020.pdf for more details.
 The monthly subscription fees will be charged to the
individual brokerage accounts on the first business day of
the month. Alternatively, Provider may choose to make a
 bulk payment of all or a subset of brokerage accounts for
trading monthly subscription fee for the unlimited trading
setup.
 Please note TBI does not allow for opening transactions in
OTC-BB and Pink Sheet securities.
 Single Listed Index Options are subject to a $0.35/contract
fee in addition to any other charges for exchange, OCC
and regulatory fees. See Fee Schedule:
https://s3.amazonaws.com/documents.tradierbrokerage.
com/tbi/tbi_fee_schedule-09282020.pdf for more details.
Platform Provider Tradier Brokerage, Inc

Signature Signature

Name Name

Title Title

Date Date
 APPLICATION PROGRAM INTERFACE USER AGREEMENT

This Agreement supplements the Tradier Brokerage Inc. Customer Agreement (“Customer
Agreement”). By agreeing to below, you acknowledge that you consent to be legally bound by this
Agreement and accept as reasonable and proper notice, for the purpose of any and all laws, rules and
regulations, notice by electronic means, including, the posting of modifications to this Agreement, on
Tradier Brokerage Inc. (“TBI”) Web site (www.brokerage.tradier.com). You also acknowledge and
agree that TBI may modify the Agreement from time to time without notice and you agree to consult
TBI Website from time to time for the most up-to-date Agreement.

Terms not otherwise defined herein shall be the same definitions provided in the Customer Agreement.

1. Definitions.
a. API means the Application Program Interface made available to you through which you: (i)
access certain information, including information delivered to the API by TBI and/or a Third
Party Provider; (ii) communicate certain information and instructions to TBI; and (iii) perform
and receive access to other applications and functionality made available to you by Third
Party Provider.
b. Information means your personally identifiable information (including, without limitation,
username, logon password, financial information, trade data, and other financial
information) and all data exchanged between TBI and API.
c. Third Party Provider(s) means the third party (non-affiliated) entity that makes available
applications features and functions through use of the API.

2. Access to Your Personal Information- Through your use of API, you may be providing Third
Party Providers with access to your Account(s) and Information. By consenting to the use of
API, you agree that API may employ security, policies, procedures and systems of the Third-
Party Providers which may or may not be less stringent and secure than our policies,
procedures and systems. You agree that that your use of API shall be subject to the policies,
procedures and applicable customer agreement of API. You understand and agree that TBI is
not a party to any agreement by or between you and Third-Party Provider. You understand
and agree that API may deliver Information to TBI; that TBI is authorized to receive and store
any and all Information consistent with TBI’s policies and procedures in place at that time,
and, furthermore, you agree that API may request Information stored by TBI and you consent
to TBI’s communication of such Information and Account data to API.

3. Third Party Provider Sites- Material provided on API has been produced by independent
providers unaffiliated with us. To the extent that API or Third Party Providers express opinions
or make recommendations to purchase or sell securities, you understand that such opinions
and recommendations are expressed by Third Party Provider and are not the opinions or
 recommendations of TBI. The existence of API and our consent to any connectivity between
API and our technology and/or Web site and/or trading platform(s) does not constitute a
recommendation by TBI to invest in any security or utilize any investment strategy. The
existence of API and our consent to any connectivity between API and our technology, Web
site or trading platform(s) does not constitute a representation, warranty or other guarantee
by us as to the present or future value or suitability of any sale, trade or other transaction
involving any particular security or any other investments. The existence of any and all
information, tools and services provided by Third Party Provider and/or by API shall not
constitute our endorsement of Third-Party Provider and/or API.

4. Data Provided by TBI to API-. TBI uses market data feeds received from DTN for quotes
provided on our API TBI cannot guarantee that the market data feed will be identical to all
other market data feeds. Furthermore, Third Party Providers may make available to you
market data feeds independent of market data feeds provided by us on the API. You should be
aware that from time to time that there may be inconsistencies between the market data
presented on the TBI Web site and information provided by Third Party Providers due to a
variety of reasons, including the time to update and transmit such data to a web site and
delays caused by Third Party Provider’s and/or your local environment (equipment,
configuration, connection speed, etc.) TBI is not responsible for the accuracy of market data
displayed on API or made available by Third Party Providers.

5. Risks Regarding Orders- Due to circumstances outside of TBI’s control, there may be delay
between the time an order (or other Information) is submitted from API and the time the
order is received by TBI. These delays may also affect order modification and order
cancellation requests. The time an order or a request is actually received by TBI (including for
execution) will be the official time of receipt, including for the purposes of routing the order to
the market for execution.

In addition, all orders submitted to TBI are subject to review by TBI. Orders created and
submitted through API are not reviewed until they are received by TBI. Please note that TBI may
reject an order placed through API. TBI cannot guarantee that the order will be accepted when
the order is routed to the market for execution, and TBI cannot guarantee that notifications and
Information provided to you by TBI will be successfully delivered to or displayed by API.

6. Intellectual Property- Your use of API will not confer to you any title, ownership interest or
intellectual property rights that otherwise belongs to TBI The TBI Web site, including content,
is protected under U.S. patent, copyright laws, international treaties or conventions and other
laws and will remain our exclusive property, as applicable. Company names, logos and all
related product and service names, design marks and slogans displayed by or relating to TBI or
any of its affiliates or Third Party Providers in the context of API shall remain the property of
the respective owner and use of such property by TBI or Third Party Provider in marketing or
provision of API does not entitle you to use or grant ownership of any such name or mark in
any manner.
7. Electronic Signatures- You agree that your intentional action in electronically signing this
Agreement is valid evidence of your consent to be legally bound by this Agreement. The
electronically stored copy of this Agreement is considered to be the true, complete, valid,
authentic and enforceable record of the Agreement, admissible in judicial or administrative
proceedings to the same extent as if the records and documents were originally generated
and maintained in printed form. You agree to not contest the admissibility or enforceability of
TBI’s electronically stored copy of the Agreement in any proceeding arising out of the terms
and conditions of the Agreement. If more than one individual has electronically signed this
Agreement, your obligations under this Agreement will be joint and several and identical to
the obligations of joint signatories that have signed a paper Agreement.

8. Customer Representations and Warranties-You represent and warrant that:

a. By virtue of utilizing API, you consent to and accept any risk associated with your sharing
of Information with any Third Party Providers and shall not hold TBI, its officers and employees
responsible for any damages or losses resulting from the sharing of the Information.
b. TBI shall not be liable for any losses as a result of issues addressed in Sections 4 and 5 of
this Agreement nor shall we be liable for any losses realized for technical issues involving API
and/or Third Party Provider technology or product offerings (including, but not limited to,
system outages or downtime or systems support activities).
c. You are solely responsible for investment research provided by API or Third Party
Providers, and TBI makes no representations, warranties or other guarantees as to the accuracy,
timeliness or efficacy of any market data, information, or other functionality made available by
API or Third Party Provider.
d. Your use of API or Third Party Provider content, information, technology, or functionality
is at your own risk, and you understand that we may revoke an API’s authorization at any time,
for any reason, with or without cause and without prior notice to you.