Investment Technology Group, Inc. and its affiliates (“ITG”) provide this web site and all information contained herein (collectively, the “Web site”) subject to your compliance with the terms and conditions set forth below. Please read the following information carefully before continuing to use this Web site. By using this Web site or any service of this Web site, you signify your acceptance of the Terms of Use.

General Legal Information
This Web site is for informational purposes only. None of the information contained on this Web site constitutes a solicitation, offer, opinion, or recommendation by ITG to buy or sell any securities or other financial instruments, or to provide legal, tax, accounting, or investment advice, or services regarding the suitability, or profitability of any security or investment, or to participate in any particular trading strategy in any jurisdiction in which such offer, solicitation or trading strategy would be unlawful. ITG is not acting as broker, dealer, underwriter, placement agent, or investment adviser in connection with any security referenced on this Web site.

The securities or investment strategies discussed on this Web site might not be suitable for you. ITG assumes all sources and information to be truthful and reliable, but does not warrant or guarantee their accuracy, validity, timeliness or completeness. All statements contained in this site are deemed to be factual as of the date they are provided and are subject to change without notice.

Disclosure of Security Positions
ITG or its employees may have a position in the securities discussed herein and may make purchases from and sales to customers on a principal basis or as agent for another person.

Modification and Monitoring of Web Site
ITG reserves the right, in its sole discretion, to change, modify, add or remove portions of these terms and conditions at any time and to monitor any and all use of this Web site. Accordingly, please check the Terms of Use periodically for any changes. Your use of the Web site or any service on this Web site after the posting of such modifications will constitute your acceptance of the modified Terms of Use. Any terms and conditions proposed by you which are in addition to or which conflict with the Terms of Use are expressly rejected by ITG and shall be void.

Electronic Recording & Cookies
Access to the Site is not confidential and you hereby consent to our collection of information that you send to us and that we send to you through this Web site. You acknowledge and consent that ITG may retain and use this information for its own internal purposes and that such recording applies to all information and data that you enter into this Web site including, without limitation, all tools or calculators included herein. You acknowledge and agree that ITG may store information on your computer using “cookies.” A cookie is a file containing information that a Web site sends to a local hard disk for access by the Web site at a later time for various Web site administration and related purposes. You acknowledge and agree that any communication between you and ITG via this Web site is not “encrypted.”

Restrictions on Use
The information provided on this Web site is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation, or which would subject ITG or its affiliates to any registration requirement within such jurisdiction or country. You may not use this Web site for any illegal purpose or in any manner inconsistent with the Terms of use. You agree not to use, transfer, dispose, or distribute any information on this Web site in any manner that could compete with ITG’s business. You may not copy, reproduce, republish, recompile, redeliver, decompile, disassemble, reverse engineer, distribute, publish, display, modify, upload, post, transmit, create derivative works from, use “frame” technology on, or in any other way create a misimpression or confusion among users with respect to sponsorship or affiliation, or exploit in any way material from ITG’s Web site. Notwithstanding the foregoing, the user may download a single copy of any support document or user guide for his or her own personal use, provided that such materials are maintained in their original form and are not redistributed to other individuals or entities for any purpose.

Disclaimer of Warranty
DATA AND INFORMATION PROVIDED BY ITG, OR ANY OF ITS AFFILIATES, THEIR MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AND CONTRACTORS IS FOR INFORMATIONAL PURPOSES ONLY, AND IS PROVIDED BY ITG ON AN “AS IS” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, ITG EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. IN NO EVENT SHALL ITG BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, TRADING LOSSES, AND DAMAGES THAT MAY RESULT FROM THE USE OF THE DATA AND INFORMATION, ANY DELAY OR INTERRUPTION OF SERVICE, OR OMISSIONS OR INACCURACIES IN THE INFORMATION) WITH RESPECT TO THE DATA AND INFORMATION.

THE USER, AS A CONDITION TO VIEWING THE DATA AND INFORMATION, EXPRESSLY WAIVES ANY CLAIM IT MAY HAVE AGAINST ITG.

Limitation of Liability
In no event shall ITG, nor any of its affiliates, directors, officers or employees, nor any third party provider be liable to users of this Web site for: (1) any loss or injury caused, in whole or in part, by its actions, omissions or negligence, or for contingencies beyond its control, in procuring, compiling, or delivering the Materials or other matters presented at the Web site; 2) any errors, omissions or inaccuracies in the materials presented in this Web site regardless of how caused, or delays or interruptions in delivery of the materials or other matters presented in this Web site; 3) any decision made or action taken or not taken in reliance upon the materials or other matters presented in this Web site; 4) any damages or injury resulting from your access to this Web site, including, but not limited to, damage to or failure by your computer equipment or other property, communication line failures, computer viruses or inability to access this Internet site; or (5) any other direct, special, indirect, consequential, loss of profits, damages, or any other damages of any kind even if ITG or any other party has been advised of the possibility thereof. Any material downloaded or otherwise obtained through the use of this Web site is done at your own discretion and risk, and you will be solely responsible for any damage to your computer system or loss of data that results from the download of such material.

Research Reports
We may provide users with certain research and analysis. These materials may be developed directly by us, or by third-party providers and offered through us. ITG does not endorse the recommendations, advice, opinions, or judgments contained in research developed by third-party providers, which is provided as a convenience to the users of this Web site. All ITG research and analysis is not personalized, or in any way tailored to reflect your personal financial circumstances or investment objectives, and the securities or investment strategies discussed may not be suitable for you. Certain transactions give rise to substantial risk and are not suitable for all investors. We make no guarantees as to the accuracy, completeness, timeliness, or usefulness of these materials. These materials are made available for your personal use only, and may not be retransmitted or republished without ITG’s prior approval. While we endeavor to update on a reasonable basis the information discussed in this material, there may be regulatory, compliance, or other reasons that prevent us from doing so.

None of ITG’s staff members are “research analysts” under applicable rules and regulations governing broker-dealers and research analysts. The reports prepared by ITG, rather than by third parties, generally comment on economic, or market conditions, and do not constitute “research reports” under applicable rules and regulations governing broker-dealers and research analysts.

Web Site Content; Copyrights
This Web site, including but not limited to the text, content, photographs, images, video, audio, and graphics contained in this Web site are protected by copyrights, trademarks, service marks, international treaties, and other proprietary rights and laws of the United States and other countries as a collective work and/or compilation. Unless otherwise indicated, ITG or its affiliates owns a copyright in all content as well as the selection, coordination, arrangement, and enhancement of such content. Reproduction or citation of such content, information, products, or software without ITG’s prior written consent is expressly prohibited. Users agree not to copy, modify, adapt, reproduce, translate, distribute, transmit, reverse engineer, decompile, or dissemble any information appearing on this Web site.

Regarding any content you or another user posts to this Web site, you agree and acknowledge that:

  1. You shall not upload to, or distribute or otherwise publish on the Web site any libelous, defamatory, obscene, pornographic, abusive, or otherwise illegal material.
  2. You will not threaten or verbally abuse other users, use defamatory language, or deliberately disrupt discussions with repetitive messages, meaningless messages or “spam.”
  3. You will not use language that abuses or discriminates on the basis of race, religion, nationality, gender, sexual preference, age, region, disability, etc.
  4. You will not distribute or otherwise publish any material containing any solicitation of funds, advertising or solicitation for goods or services.
  5. Any submissions you make to the Web site (“Submissions”) may be edited, removed, modified, published, transmitted, and displayed by ITG and you waive any rights you may have in having the material altered or changed in a manner not agreeable to you.
  6. You grant ITG a perpetual, nonexclusive, world-wide, royalty free, sub-licensable license to the Submissions, which includes without limitation the right for ITG 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, any Submission posted by you on or to the Web site.
  7. ITG reserves the right to delete, move, or edit Submissions that it, in its sole discretion, deems abusive, defamatory, obscene, in violation of copyright or trademark laws, or otherwise unacceptable.
  8. By making a Submission, you are consenting to its display on the Web site and for related online and offline promotional uses.

Users agree to abide by all applicable intellectual property laws, as well as any additional notices or restrictions contained in the Web site. Unauthorized use of this Web site and the materials contained on this Web site may violate applicable copyright, trademark or other intellectual property laws or other laws.

ITG respects the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement or are aware of any infringing material placed by any third party on this Web site, please contact us at info@itg.com. In your notification, please provide us with the following information:

  1. An electronic or physical signature of the person authorized to act on behalf of the copyright owner;
  2. A description of the copyrighted work that you claim has been infringed;
  3. A description of where on our site the material is located;
  4. Your address, telephone number and email address;
  5. A statement by you that you have a good faith belief that the use is not authorized by the copyright owner, its agent or the law; and

A statement by you, made under penalty of perjury, that the information in your notice is accurate and that you’re the copyright owner or authorized to act on behalf of the copyright owner.

Trademarks
The trademarks, service marks, and logos (collectively, the “Trademarks”) displayed on this Web site are registered and common law trademarks of ITG and various third parties. Nothing contained on this Web site should be construed as granting, by implication, or otherwise, any license or right to use any of the Trademarks without the written permission of ITG or such other party that may own the Trademarks.

Investment Technology Group, ITG, ITG Logic, ITG Opt, Macgregor XIP, POSIT, POSIT Match, POSIT Now, and Triton are registered trademarks or service marks of the Investment Technology Group, Inc. companies. The ITG logo, Best Market Server, Hedge Pro, ITG Algorithms, ITG Alpha Capture, ITG Channel, ITG Compliance, ITG Fair Value, ITG List-Based Algorithms, ITG Matrix, ITG Net, ITG Single-Stock Algorithms, ITG Single Ticket Clearing, ITG TCA, ITG Trade Ops, Match Now, POSIT Alert, POSIT Marketplace, are trademarks or service marks of the Investment Technology Group, Inc. companies.

All other brand and product names appearing on this site may be the trademarks or service marks of their respective owners.

Patents
Certain ITG products, services, features, and methods described on this Web site or otherwise available from ITG are covered by the following U.S. patents, as well as various pending patent applications and non-U.S. counterparts: U.S. Patent Nos. 5,873,071, 6,968,318, 7,162,447, 7,308,428, 7,337,137, 7,356,500, 7,428,506, 7,430,533, 7,487,125, 7,533,048, 7,539,636, 7,565,313, 7,613,647, 7,617,150, 7,680,715, 7,680,718, 7,680,722, 7,685,052, 7,739,188, 7,752,099, 7,778,919, 7,788,169, 7,814,000, 7,853,510, 7,865,425, 7,877,318, 7,882,015, 7,904,365, 7,908,205, 7,908,206, 7,917,425, 7,974,906, 7,983,982, 7,996,261, 8,001,033, 8,010,438, 8,015,094, 8,019,670, 8,032,441, 8,041,628, 8,069,106, 8,082,204, 8,095,456, 8,103,579, 8,108,295, 8,121,933, 8,140,416, 8,140,427, 8,165,954, 8,190,510, and 8,200,566.

ITG Investment Research
If you wish to notify ITG of any issues or concerns associated with ITG Investment Research practices or services, please email ITG at notifications@itg.com.

Limited License
Users may include a link to the www.itg.com Web site: (i) in a simple list of companies, by linking to the www.itg.com homepage; or (ii) in a list of companies that offers descriptions along with links, provided that ITG has approved such description.

Linking to other pages or content within the www.itg.com Web site is prohibited, unless expressly permitted by ITG.

Except as stated above, no license is granted with respect to any copyright, trademark, patent or other intellectual property rights, and all right, title and/or interest in and to the Web site and/or any products, services, technology and/or software described on this Web site, shall at all times remain the property of ITG, its affiliates, licensors or any applicable third party.

Any rights not expressly granted herein are reserved to ITG.

Use of Links
ITG has not developed, checked for accuracy, or otherwise reviewed other web sites linked to this Web site and is not responsible for the content of any web site linked to this Web site. ITG provides links to other web sites solely as a convenience to the users of this Web site. Linking to any other web site is done at the risk of the user. By providing access to the linked web sites, neither ITG nor its third party providers are recommending the purchase or sale of the stock nor endorsing the services provided by the web sites’ sponsoring organization. ITG has not tested any information, software, or products found on any of the web sites linked to this Web site, and therefore ITG does not make any representations with respect thereto, including any representations regarding the content or sponsors of the web site, or the suitability or appropriateness of the products or transactions described therein.

Severability
If any provision of the Terms of Use is deemed unlawful, void or unenforceable for any reason, that provision will be deemed severable from these terms and will not affect the validity and enforceability of the remaining provisions.

Governing Law
The Terms of Use shall be governed and construed in accordance with the laws of the United States and the State of New York, without giving effect to conflicts-of-law principles thereof. You agree to submit to the personal jurisdiction of the state and federal courts located in New York County in the State of New York with respect to any legal proceedings that may arise in connection with this Web site or from a dispute as to the interpretation or breach of the Terms of Use.

Entire Agreement
The Terms of Use constitutes the entire agreement between user and ITG relating to the use of this Web site. Users may also be subject to additional terms and conditions that may apply when users use affiliate services, third-party content or third-party software.

Use Subject to Agreements
The products and services described in this Web site are subject to these disclosures and disclaimers. If you are a customer, use of such products and services are also subject to the various agreements you have with ITG.

Regulatory Information
In the U.S., broker-dealer products and services are offered by ITG Inc., member FINRA, SIPC, except as follows. POSIT Alert is offered by POSIT Alert LLC, member FINRA, SIPC. Triton Derivatives is [fine]offered by ITG Derivatives, LLC, member FINRA, SIPC. POSIT Marketplace accesses, among other destinations, the POSIT Now and POSIT Match ATSs. [yes, these are still in the names in our Form ATSs]

In Canada, broker-dealer products and services are offered by ITG Canada Corp., member CIPF and IDA, except as follows. POSIT MATCH Now is offered by ITG Canada ATS LP.

In Europe, broker-dealer products and services are offered by Investment Technology Group Limited, registered in Ireland No. 283940 (“ITGL”) and/or Investment Technology Group Europe Limited, registered in Ireland No. 283939 (“ITGEL”). The registered office of ITGL and ITGEL is Georges Court, 54-62 Townsend Street, Dublin 2, Ireland. ITGL and ITGEL are authorised and regulated by the Irish Financial Regulator.

In Hong Kong, ITG Hong Kong Limited (ITGHK) is a Participating Organisation of the Hong Kong Stock Exchange, a licensed corporation of the Hong Kong Securities and Futures Commission and is authorised under the Hong Kong Securities and Futures Ordinance to provide dealing in securities and automated trading services (License Number AHD810). In Japan, ITG Japan Limited (ITGJ), is a registered broker with the Japanese Financial Supervisory Agency. In Australia, ITG Australia Limited [ACN 003 067 409] (ITGA is a Market Participant of the Australian Securities Exchange and is authorised under the Financial Services Law to provide financial services in Australia (AFS License Number 219582).

All of the foregoing entities are wholly-owned subsidiaries of Investment Technology Group, Inc.

Last updated: October 5, 2011