BondDesk Ticker Agreement

By clicking on the "I Agree" button below and using the [branded name of trading platform] (the "Service"), you acknowledge that you have reviewed this Agreement and agree to its terms and conditions.

1. This Service Agreement ("Agreement") is among you (User), User's place of employment "Company", and BondDesk Trading LLC ("BondDesk Trading"), and will govern your use of the Service. The Service is accessed at www.muniticker.com (the "Site") and provides information aggregated by BondDesk Trading (collectively, the "Third Party Data"), including information licensed to BondDesk Trading by Interactive Data Corporation, Standard & Poor's Rating Services, CUSIP, or other data providers (collectively, "Data Providers"). You agree to use the Service and any additional services offered in the future by Company using information or technology provided or facilitated by BondDesk Trading only in accordance with this Agreement as it may be amended by BondDesk Trading from time to time. BondDesk Trading may at any time revise these terms and conditions by updating this Agreement. You have been granted non-exclusive, limited personal access to the Site conditioned on your continued compliance with the terms and conditions in this Agreement.

2. BondDesk Trading, its parents, affiliates, subsidiaries, suppliers, Data Providers and other vendors and their respective officers, directors, employees and agents (collectively, "BondDesk Parties"), shall not have any liability to you or any other person or entity for the correctness, quality, accuracy, reliability, performance, completeness, timeliness, continued availability or otherwise of any services, content and/or any other materials displayed on or accessed through the Site (the "Site Services"), including without limitation the Third Party Data, or for any delays, interruptions, omissions or errors in connection with the Site Services, and the BondDesk Parties shall have no liability for any indirect, special, consequential, special or punitive damages or lost profits (even if advised of such) arising in connection with your use of or inability to use the Site Services. Without limiting the foregoing, the BondDesk Parties shall have no liability to you or any other person or entity for (a) any delay by reason of circumstances beyond its control, including acts of civil or military authority, national emergencies, labor difficulties, fire, mechanical breakdown, flood or catastrophe, acts of God, insurrection, war, riots, or failure beyond its control of transportation or power supply or (b) any claims that arose more than one (1) year prior to the institution of suit therefor.

3. THE BONDDESK PARTIES MAKE NO WARRANTY TO YOU OR ANY OTHER PERSON OR ENTITY OF ANY KIND AS TO THE SITE SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY WARRANTY REGARDING THE USE OR THE RESULT OF THE THIRD PARTY PROVIDER SERVICES WITH RESPECT TO THEIR CORRECTNESS, QUALITY, ACCURACY, RELIABILITY, PERFORMANCE, COMPLETENESS, TIMELINESS, CONTINUED AVAILABILITY OR OTHERWISE.

4. Any information, data, research, analysis, reports and other materials contained in the Site Services are intended for use as an aid to investors in making informed judgments concerning securities. You accept responsibility for, and acknowledge you exercise your own independent judgment in, selection of any of such Site Services, your selection of the use or intended use of such Site Services, and any results obtained therefrom. The BondDesk Parties (including without limitation the Data Providers) shall have no liability to you or any other person or entity for errors, omissions or malfunctions in any Site Services provided by such Data Providers. Nothing contained herein shall be deemed to be a waiver of any rights existing under applicable law for the protection of investors.

5. All intellectual property and proprietary rights in and to the Site Services are and shall be the sole and exclusive property of the respective BondDesk Parties and neither you nor any other person or entity shall have any rights in or to such Site Services except as expressly provided herein. You agree not to take any action inconsistent with the BondDesk Parties' rights in their respective Site Services.

6. Your right to use the Service is limited solely and exclusively to your Personal Use of the Site Services, and you shall have no right to distribute the Site Services or transfer your right to access the Service to any third party person or entity without the express written consent of BondDesk Trading and any other BondDesk Party providing the relevant Site Services. "Personal Use" means solely for your personal benefit and only in connection with your [name of branded trading platform operated by Company] account (your "Account"). Use of the Third Party Data is limited to on-line terminal screen display and ad-hoc inquiry access.

7. You shall indemnify, protect and hold harmless the BondDesk Parties and Company from and against any and all losses, liabilities, judgments, settlements, damages and costs, including attorneys' fees and disbursements resulting from or arising out of any third-party suits, actions, claims, demands or similar proceedings (collectively, "Proceedings") to the extent such Proceedings are based on your use of or inability to use the Site Services, including with respect to the correctness, quality, accuracy, reliability, performance, completeness, timeliness, continued availability or otherwise of the Site Services that you use or are unable to use, or any data, information, service, report, analysis or publication you derive therefrom.

8. Access to Third Party Data may be terminated immediately in the event that the agreement between BondDesk Trading and any Data Provider is terminated, whether directly or indirectly.

9. You acknowledge and agree that you are a customer of Company and not a customer of any BondDesk Party or any person or entity that has contracted with a BondDesk Party.

10. You agree and acknowledge that the CUSIP Database and the information contained therein is and shall remain valuable intellectual property owned by, or licensed to, Standard & Poor's CUSIP Service Bureau ("CSB") and the American

Bankers Association ("ABA"), and that no proprietary rights are being transferred to you in such materials or in any of the information contained therein. Any use by Subscriber outside of the clearing and settlement of transactions requires a license from the CSB, along with an associated fee based on usage. You agree that misappropriation or misuse of such

materials will cause serious damage to CSB and ABA and that in such event money damages may not constitute sufficient compensation to CSB and ABA; consequently, you agree that in the event of any misappropriation or misuse, CSB and

ABA shall have the right to obtain injunctive relief in addition to any other legal or financial remedies to which CSB and ABA may be entitled.

11. You agree not to publish or distribute in any medium the CUSIP Database or any information contained therein or summaries or subsets thereof to any person or entity except in connection with the normal clearing and settlement of security transactions. You further agree that the use of CUSIP numbers and descriptions is not intended to create or maintain, and does not serve the purpose of the creation or maintenance of, a master file or database of CUSIP descriptions or numbers for itself or any third party recipient of such service and is not intended to create and does not serve in any way as a substitute for the CUSIP MASTER TAPE, PRINT, DB, INTERNET, ELECTRONIC, CD-ROM Services and/or any other future services developed by the CSB.

12. In the event that you at any time access any of the Site Services comprised of Evaluations (as hereinafter defined) of fixed income securities and certain other data related to such securities, the following additional provisions shall apply:

(a) Fixed income securities are complicated financial instruments. There are many methodologies (including computer-based analytical modeling and individual security evaluations*) available to generate approximations of their market value, and there is significant professional disagreement about which is best. No evaluation method, including those used by BondDesk or BondDesk Trading's Data Providers, may consistently generate approximations that correspond to actual "traded" prices of the instruments.

(b) The methodologies employed by BondDesk or BondDesk Trading's Data Providers generate Evaluations; however, you acknowledge that there may be errors or defects in such software, databases, or methodologies that cause resultant evaluations to be inappropriate for use in your applications.

(c) You acknowledge and agree that you assume all responsibility for edit checking, external verification of evaluations, and ultimately the appropriateness of use of Evaluations and other pricing data provided via the Site Services in your applications, regardless of any efforts made by BondDesk Trading or its Data Providers in this respect. You agree to indemnify and hold such Data Providers and each other BondDesk Party completely harmless in the event that errors, defects, or inappropriate Evaluations are made available to you via the Site Services.

The term "Evaluation" means: (i) mathematically derived approximations of estimated value, or (ii) individual security evaluations for miscellaneous issues, such as non-investment grade issues and issues with special terms and conditions which may not fit into any of a Data Provider's current evaluation models. Evaluations are not the transaction price at which an investment can be purchased or sold in the market, since no evaluation can correspond to or approximate the actual market price which could be obtained by the end user on any given day for any particular security. Mathematically derived Evaluations are based upon certain market assumptions and evaluation methodologies reflected in proprietary algorithms and may not conform to trading prices or information available from third parties. In the case of IDC, in evaluating those miscellaneous issues described above, IDC's evaluators concentrate on market integrity within both market sector and issuer, examine the individual characteristics of each issue and confer with broker/dealers and other information sources. Evaluations are sometimes referred to as "pricing services" or "prices" solely for convenience of reference. IDC is an investment adviser registered with the U.S. Securities and Exchange Commission.

· Individual security evaluations are used for miscellaneous issues that may not fit into any of a Data Provider's current evaluations models. These issues are evaluated on a case by case basis. IDC's evaluators concentrate on integrity within both market sector and issuer, examine the individual characteristics of each issue, and confer with broker/dealers and other information sources. Market sources are contacted by IDC's evaluators when appropriate for the particular issue. These issue types include but are not limited to non-investment grade issues and issues with special terms and conditions. These issues are subject to the same quality control standards applied to other evaluations provided by IDC.

Moody's Rating Services

1. Proprietary Notice; Moody's ("Distributor") Rating Services (INFORMATION) is provided to BondDesk ("Licensor") solely for Company's ("Subscriber") internal or personal use; No Redistribution to Third Parties.

ALL INFORMATION, FURNISHED BY DISTRIBUTOR PURSUANT TO THIS SUBSCRIPTION AGREEMENT ARE PROPRIETARY TO DISTRIBUTOR (OR DISTRIBUTOR'S LICENSORS) AND ARE SO FURNISHED AT SUBSCRIBER'S REQUEST AND FOR SUBSCRIBER'S EXCLUSIVE USE. NO INFORMATION SO FURNISHED MAY BE COPIED OR OTHERWISE REPRODUCED, REPACKAGED, FURTHER TRANSMITTED, TRANSFERRED, DISSEMINATED, DISTRIBUTED, REDISTRIBUTED, SOLD, RESOLD, LEASED, RENTED, LICENSED, SUBLICENSED, ALTERED, MODIFIED, ADAPTED, OR STORED FOR SUBSEQUENT USE FOR ANY SUCH PURPOSE, IN WHOLE OR IN PART, IN ANY FORM OR MANNER OR BY ANY MEANS WHATSOEVER, BY SUBSCRIBER OR ANY OTHER PERSON OR ENTITY, WITHOUT DISTRIBUTOR'S PRIOR WRITTEN CONSENT.

2. No Warranties; Limitation on Liability; Liability Cap.

All INFORMATION furnished pursuant to this Agreement is obtained by Distributor from sources believed by it to be accurate and reliable. Because of the possibility of human and mechanical error as well as other factors, however, all INFORMATION is provided "AS IS" without warranty of any kind, and DISTRIBUTOR (AND DISTRIBUTORS'S LICENSORS), IN PARTICULAR, MAKE NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO SUBSCRIBER OR ANY OTHER PERSON OR ENTITY AS TO THE ACCURACY, TIMELINESS, COMPLETENESS, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY SUCH INFORMATION.

Under no circumstance shall DISTRIBUTOR (or DISTRIBUTOR'S Licensors) have any liability to Subscriber or any other person or entity for (a) any loss, damage or other injury in whole or in part caused by, resulting from or relating to, any error (negligent or otherwise), or any other circumstance or contingency within or outside the control of Distributor or any of its directors, officers, employees or agents, or Licensors, in connection with the procurement, collection, compilation, analysis, interpretation, communication, publication or delivery of any INFORMATION or (b) any direct, indirect, special, consequential, incidental or compensatory damages whatsoever (including, without limitation, lost profits), even if Distributor shall have been advised in advance of the possibility of such damages, in either case caused by, resulting from or relating to the use of, or inability to use, any INFORMATION.

Furthermore, it is expressly agreed that Distributor's (or Distributor's Licensors) aggregate liability, if any, for any losses or injuries to Subscriber arising out of any act or omission of Distributor or of its employees in connection with anything to be done or furnished hereunder, regardless of the cause of the loss or injury and regardless of the legal right claimed to have been violated, shall never exceed the fee paid by Subscriber for access to INFORMATION provided by Licensor hereunder in the month in which such cause of action is alleged to have arisen).

3. Moody's Rights to Data.

Subscriber agrees and acknowledges that the Moody's RATINGS DATA is and shall remain the valuable intellectual property owned by, or licensed to, Moody's Investors Service, Inc., ("Moody's) and that no proprietary rights are being transferred to Subscriber in such materials or in any of the information contained therein. Subscriber agrees that misappropriation or misuse of such materials shall cause serious damage to Moody's and that in such event money damages may not constitute sufficient compensation to Moody's; consequently, Subscriber agrees that in the event of any misappropriation or misuse, Moody's shall have the right to obtain injunctive relief in addition to any other legal or financial remedies to which Moody's may be entitled.

4. CUSIP.

Subscriber agrees and acknowledges that the CUSIP Database is and shall remain the valuable intellectual property owned by, or licensed to, Standard & Poor's CUSIP Service Bureau ("CSB") and the American Bankers Association ("ABA"), and that no proprietary rights are being transferred to Subscriber in such materials or in any of the information contained therein. Subscriber agrees that misappropriation or misuse of such materials shall cause serious damage to CSB and ABA and that in such event money damages may not constitute sufficient compensation to CSB and ABA; consequently, Subscriber agrees that in the event of any misappropriation or misuse, CSB and ABA shall have the right to obtain injunctive relief in addition to any other legal or financial remedies to which CSB and ABA may be entitled.

5. Limitations on Subscriber's Use (if applicable).

The scope of the license grant shall be subject to the description of the Distributor Service:

Distributor shall only display the Data to individual user workstations of Subscribers via the Distributor Service. Notwithstanding the foregoing, Distributor shall in no event distribute the Data via a digital data feed or any similar method that would permit a Subscriber to incorporate the Data in Subscriber's or a third party's database.

Notwithstanding the provisions of Section 5 of this Agreement Subscriber may, as part of and in the ordinary course of its business, redistribute (orally, in writing or by electronic means) to its clients and in its own business applications, reports, presentations, graphs and other publications limited excerpts of the INFORMATION without Distributor's prior written consent, provided, however, that (i) the INFORMATION utilized is only supportive and incidental in nature to the substance of such presentations, reports and exhibits, (ii) Subscriber agrees and acknowledges that Subscriber shall assume full liability for any such redistribution of the INFORMATION, and (iii) Subscriber agrees not to use the limited right to redistribute the INFORMATION granted hereunder or the INFORMATION provided pursuant to this Agreement either (a) on a recurrent basis or (b) to develop for sale and/or distribution or otherwise a product that competes with any Distributor's (or Distributor's Licensors') product, or in the case of CUSIP Numbers and Standard Descriptions a product that substitutes for CUSIP Master Tape, Print, Electronic and/or CD-ROM Services, or in the case of Moody's INFORMATION a product that substitutes for MOODY'S PRODUCT. In the event Subscriber makes such use of limited excerpts of Moody's INFORMATION as permitted above, it shall give appropriate credit to MOODY'S as the source of such information.

Standard & Poor's Rating Services

(i) SPRS shall have no liability for the accuracy or completeness of the data provided by it to Service Provider (the "data") or for delays, interruptions, or omissions therein and SPRS shall have no liability for any indirect, special, or consequential damages or lost profits arising in connection with use thereof.

(ii) All proprietary rights in the data belong to SPRS and are not transferred to Client or its customers.

(iii) The data is to be used solely and exclusively by employees of Client for the internal purposes of the Client and its employees and by account holding customers of the Client for purposes of interacting with Service Provider's trading platforms and is not for redistribution to any other person or entity.

(iv) Use of the data is limited to on-line terminal screen display and ad-hoc inquiry access.

(v) Access to the data from SPRS shall be terminated in the event that the agreement between SPRS and Service Provider is terminated for any reason.

(vi) Client shall be responsible for ensuring that its customers shall have agreed to the terms of the preceding clauses (i) through (v) prior to accessing any of the data.