Anti-Money
Laundering Policy
Vision Brokerage Services, LLC (“Vision”) recognizes
that the USA Patriot Act, as amended from time to time (the “Act”), imposes
important obligations on all financial firms for the detection, deterrence
and reporting of money laundering activities. It has established the
following policies to ensure compliance with all laws and regulations
regarding money laundering.Prior to the opening of any new account, Vision will document the identity,
nature of business, income, source of assets, and investment objectives of
each prospective customer. Therefore, we will ask to see identifying
documents as specified in Vision’s Anti-Money Laundering Policy.
On an on-going basis, Vision will review account activity for evidence of
transactions that may be indicative of money laundering activities. Every
officer, employee and associated person of Vision is responsible for
assisting in the firm’s efforts to uncover and report any activity that
might constitute, or otherwise indicate or raise suspicions of, money
laundering. To this end, Vision provides continuing education and training
of all such persons.
Vision will comply with all trade and economic sanctions imposed by the US
Office of Foreign Assets Control against targeted foreign countries and
shall cooperate fully with government agencies, self-regulatory
organizations and law enforcement officials. As provided by the Act, Vision
may supply information about former, current or prospective customers to
such bodies.
VISION BROKERAGE SERVICES, LLC
BUSINESS CONTINUITY PLAN
The following information has been provided by Vision Brokerage Services
LLC.
Vision Brokerage Services, LLC (“Vision”) has developed a Business
Continuity Plan (“BCP”) to inform you of its ability to respond to certain business
disruptions. We plan to quickly recover and resume business operations after a significant
business disruption and respond by safeguarding our employees and property, making a
financial and operational assessment, protecting the firm’s books and records, and
allowing our customers to transact business. In short, our business continuity plan is
designed to permit our firm to resume operations as quickly as possible, given the scope
and severity of the significant business disruption.
Our business continuity plan addresses: data back up and recovery; all
mission critical systems; financial and operational assessments; alternative
communications with customers, employees, and regulators; alternate physical location of
employees; critical supplier, contractor, bank and counter-party impact; regulatory reporting;
and assuring our customers prompt access to their funds and securities if we are unable
to continue our business.
All of our client assets including funds and securities are held with our
clearing firms National Financial Services, LLC.: Tel: (800) 752 –7053, website:
www.nationalfinancial.com or Penson Financial Services, Inc.: Tel: (214) 765
– 1110, email: info@penson.com, website:
www.pensonus.com. Our clearing firms have provided us with a summary of their BCP and have advised us of their
objectives to restore their own operations and resume accepting transactions within 24
hours. A summary of their Business Continuity Plans can be found at above-mentioned
websites. Significant business disruptions (SBD) could occur anywhere on a continuum
of severity from a situation involving Vision only, the building in which our
offices are located, the business district, a city-wide business disruption, to a
regional disruption. Vision fully intends to continue service to clients throughout the period of
business disruption wherever it might occur and for whatever period of time.
To address the disruptions affecting only Vision up to a regional
disruption, we have two separate locations which are not in the same regional power grid
which would permit continuing operations at either location should one location
experience a SBD. Vision will further have the ability to transfer employees between
locations, or to an affiliate within a different location if necessary. If the SBD is so severe
that it prevents us from remaining in business, we will ensure our customers prompt access to
their funds and securities.
For more information please contact our customer service department at
customerservice@visionfinancialmarkets.com.
User Agreement
END-USER AGREEMENT
- Vision Brokerage Services, LLC , hereby grants you a nonexclusive,
nontransferable license for the term of this Agreement to access and use,
Company Internet-based securities trading service, as may be amended from
time to time (the "Product"). The Product is available through the World
Wide Web protocol of the Internet, and allows you to obtain information
concerning your brokerage account with Company, enter orders in such account
to buy and sell certain securities, stock options and mutual funds, and
obtain quotations and other information (some of which may be provided by
third parties. You agree not to assign, sublicense or otherwise convey or
transfer your rights under this Agreement to another person or entity.
Though orders are usually routed to the marketplace within seconds, certain
orders, at Company's sole discretion, may be subject to manual review and
entry, which may cause delays in the processing of your orders. You also
understand that you will receive the price at which your order executes in
the marketplace, which may be different from the price at which the security
or option is trading when your order is entered into the Product. When you
place a request to cancel an order, the cancellation of that order is not
guaranteed. Your order will only be canceled if your request is received in
the marketplace and matched up with your order before your order executes.
Market orders are subject to immediate execution. During market hours, it is
rarely possible to cancel your market order. Please do not assume that any
order has been executed or canceled until you have received a transaction
confirmation from Company. Also, please be aware that Company, from time to
time, receives late reports from exchanges and market makers reporting the
status of transactions. Accordingly, you will be subject to late reports
related to orders that were previously unreported to you or reported to you
as being expired, canceled, or executed. In addition, any reporting or
posting errors, including errors in execution prices, will be corrected to
reflect what actually occurred in the marketplace.
- You shall be the only authorized user of the Product under this
Agreement. Data, information and services accessible through the Product may
be displayed, reformatted and printed for your personal, noncommercial use
only. You agree to keep confidential and not cause or permit such data,
information or services to be published, broadcast, retransmitted,
reproduced, commercially exploited or otherwise re- disseminated. You agree
not to create any derivative works (including databases) based on the
Product or any data, information or services contained therein.
- You understand that all the terms and conditions of your Customer Account
Agreement with Company and Company's Agreement with its clearing agent,
National Financial Services Corporation ("Licensor''), including margin and
options agreements, if applicable and any applicable prospectus, control the
operation of your account hereunder and those terms and conditions are
incorporated herein by reference. You acknowledge the Product may involve
the transmission to you of information that may be considered personal
financial information, including but not limited to the identity and number
of shares that you trade and the net dollar price for the shares. You
acknowledge that Company cannot assure the security of electronic
transmission of such information over the Internet. You consent to the
transmission by electronic means of such information through the Product,
such consent shall be effective at all times that you use the Product.
- Your use of the Product requires your receipt from Company and use of a
unique identification number ("ID") and associated password ("Password").
You hereby agree to maintain your ID and Password in strict confidence. You
understand that you shall be solely responsible for all orders entered
through the Product using your ID and Password. Company may at all times
rely upon and act in accordance with any instructions or inquiries, whether
written, oral, electronic, or otherwise. All instructions communicated to us
using your ID and Password will be considered to have been sent by you. Due
to the nature of the Internet, the limited security mechanisms associated
with the Product and the inherent limitations of such mechanisms, Company
cannot ensure the privacy, security or authenticity of your communications
with the Product. Accordingly, you must assess whether the use of the
Product or the Internet is adequately secure to meet your particular needs.
Further information on this topic may be obtained from Company. The use and
storage of any information, including without limitation, the ID, the
Password, portfolio information, transaction activity, account balances, and
any other information or orders available on your personal computer, is at
your own risk and is your sole responsibility. You are responsible for
providing and maintaining the communications equipment (including personal
computers and modems) and telephone or alternative services required for
accessing and using the Product and for all communications service fees and
charges incurred by you in accessing the Product.
- You agree that any request to enter an order given by you and any
information furnished to you through the use of the Product shall be subject
to the following terms and conditions
- If a request to enter an order has been sent to Company through the
Product and you did not receive acknowledgment that the request was
successfully transmitted and/or receive a message stating that you must call
Company, you shall immediately call Company.
- If a request to enter an order has been placed through the Product and
you have not received an accurate written confirmation of the order or of
its execution within five (5) business days, you shall immediately notify
Company.
- If you have received confirmation of an order which you did not place or
any similar conflicting report, you shall immediately notify Company.
- You shall immediately notify Company if there is unauthorized use of your
ID, Password or other security data.
- You shall immediately notify Company if there is a discrepancy in the
account balance, stock position or order status associated with any of your
accounts.
- You shall immediately notify Company of any other type of discrepancy or
suspicious or unexplained occurrence relating to the Product.
- All notifications to Company pertaining to this Agreement should be sent
directly to Company at its main offices unless otherwise specified. As a
condition of being approved to use the Product you represent and agree that
the following statements are and will continue to be true for so long as you
have access to the Product:
- You will not use or distribute any information or market data that you
access through the Product that is provided by a national securities
exchange or association in connection with any professional or commercial
activities, and you agree to notify Company if you intend to do so, and, if
such retransmission rights can be obtained, to pay any additional charges in
connection therewith.
- You will use the information that you access through the Product solely
in connection with your brokerage account with Company and not in connection
with your trade or business activities.
- If you are a securities broker/dealer, investment advisor, futures
commission merchant, commodities introducing broker or commodity trading
advisor, member of a securities exchange or association or futures contract
market, or an owner, partner, agent, or associated person of any of the
foregoing, you will not perform functions related to securities or
commodities futures trading or business activities
- If you are employed by a bank or insurance company or an affiliate of
either to perform functions related to securities or commodity futures
trading activity, you will not perform functions related to securities or
commodities futures trading or business activities except with respect to
your brokerage account with Company.
- Your use of the Product or certain features and functions of the Product
may be subject to certain Fees imposed by Company. Company will notify you
of such Fees, if applicable.
- You understand that each participating national securities exchange or
association asserts a proprietary interest in all of the market data it
furnishes to the parties that disseminate the data. You also understand that
neither any participating national securities exchange or association nor
any supplier of market data guarantees the timeliness, sequence, accuracy or
completeness of market data or any other market information or messages
disseminated by any party. No disseminating party shall be liable in any
way, and you agree to indemnify and hold harmless each such party, for (a)
any inaccuracy, error or delay in, or omission of (i) any such data,
information or message or (ii) the transmission or delivery of any such
data, information or message, or (b) any loss or damage arising from or
occasioned by (i) any such inaccuracy, error, delay or omission, (ii)
nonperformance, or (iii) interruption of any such data, information or
message, due either to any act or omission not constituting gross negligence
or willful misconduct by any disseminating party or to any "force majeure"
(i.e., flood, extraordinary weather conditions, earthquake or other act of
God, fire, war, insurrection, riot, labor dispute, accident, action of
government, telecommunications or power failure, equipment or software
malfunction) or any other cause beyond the reasonable control of any
disseminating party.
- The Product includes facts, analysis and recommendations of certain
persons and entities. Company does not guarantee the accuracy, completeness
or timeliness of, or otherwise endorse, these analyses or recommendations,
give investment advice, or advocate the purchase or sale of any security
through this product.
- Although Company makes available to you information through this Product
(which may or may not assist you in your investment decisions), you agree
that all orders are at your sole risk and have not been solicited by Company
(unless otherwise marked on the transaction confirmation) nor any of its
information providers. Further, you understand that neither Company nor its
agents provide tax or legal advice for any specific investment product you
procure with the Product.
- Company offers you various ways of accessing the Product, including
telephone and online services. You agree that should you experience any
problems in reaching Company through any particular method, you will attempt
to use alternate methods to communicate with Company.
- By providing the availability to place trades electronically, Company
does not recommend, endorse, or promote what is commonly referred to as a
"day trading strategy." The term "day-trading strategy" includes an overall
trading strategy characterized by the regular transmission by a customer of
intra-day orders to effect both purchase and sale transactions in the same
security or securities.
- As provided in Sections 10 and 11 below, you understand that Company
will not be liable for lost profits, trading losses, or other damages
resulting from the delay or loss of use of the Product, defective or
unavailable market data, erroneous or duplicate transactions.
- THE PRODUCT MAY CONTAIN TECHNICAL AND OTHER ERRORS AND LIMITATIONS AND
IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. COMPANY AND ITS LICENSORS
CANNOT AND DO NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENTNESS,
NON-INFRINGEMENT, SECURITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE OF THE PRODUCT AND ALL INFORMATION MADE AVAILABLE THROUGH THE
PRODUCT. THE ENTIRE RISK AS TO RESULTS AND PERFORMANCE OF THE PRODUCT,
INCLUDING THE ENTRY OF ORDERS TO SELL AND BUY SECURITIES, IS ASSUMED BY YOU.
SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS,
SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. YOU MAY HAVE ADDITIONAL RIGHTS
THAT VARY FROM STATE TO STATE OR BY JURISDICTION.
- UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR
OTHERWISE, SHALL COMPANY, ITS LICENSORS OR ANYONE ELSE INVOLVED IN THE
CREATION, PRODUCTION OR DELIVERY OF THE PRODUCT BE LIABLE FOR ANY INDIRECT,
INCIDENTAL OR CONSEQUENTIAL DAMAGES, SUCH AS, BUT NOT LIMITED TO, LOSS OF
ANTICIPATED PROFITS OR BENEFITS ARISING OUT OF THE USE, RESULTS OF USE, OR
INABILITY TO USE THE PRODUCT, EVEN IF THEY HAVE BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES OR CLAIMS. SOME STATES DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL
DAMAGES, SO THE ABOVE LIMIT MAY NOT APPLY TO YOU.
- You acknowledge that the Company and its Licensors and others are
relying on your entering into this agreement and their receiving the benefit
of the provisions set forth in this Agreement.
- This Agreement, and your rights hereunder, may be terminated by Company
at any time. In the event of termination, Company will immediately notify
you in writing. Your access to the Product, and your ability to place orders
through the Product, will cease as of the effective date of termination.
Termination of your Customer Account with Company shall be deemed a
cancellation of all of your outstanding orders, if any, submitted before the
effective date of such termination of your Customer Account with Company.
- This Agreement shall be governed by the laws of the Commonwealth of
Massachusetts, excluding its conflicts of law provisions.
- This Agreement is the complete and exclusive statement of obligations
and responsibilities of Company and its licensors to you and supersedes any
other agreement or understanding, whether written or oral, by or on behalf
of Company relating to the provision and use of the Product.
- Company may revise the terms of this Agreement. When the terms are
revised, Company will notify you by posting a revised version of the
Agreement. Your use of the Product under the revised terms requires your
affirmative acceptance of such terms by clicking the "Accept" button before
accessing the Product. If any provision of this Agreement is invalid or
unenforceable under applicable law, the remaining provisions will continue
in full force and effect.
NYSE Agreement
NYSE END-USER AGREEMENT
"Vendor" agrees to make "Market Data" available to you pursuant to the terms
and conditions set forth in this agreement. By manifesting your assent in
the space indicated below, you ("Subscriber") agree to comply with those
terms and conditions. Section 1 sets forth terms and conditions of general
applicability. Section 2 applies insofar as Subscriber receives and uses
Market Data made available pursuant to this Agreement as a Nonprofessional
Subscriber.
SECTION 1: TERMS AND CONDITIONS OF GENERAL APPLICABILITY
- MARKET DATA DEFINITION - For all purposes of this Agreement, "Market
Data" means (a) last sale information and quotation information relating to
securities that are listed on a national securities exchange, (b) such bond
and other equity last sale and quotation information, and such index and
other market information, as United States-registered national securities
exchanges and national securities associations (each, an "Authorizing SRO")
may make available and as the New York Stock Exchange ("NYSE") or the
American Stock Exchange ("AMEX") may from time to time designate as "Market
Data"; and (c) all information that derives from any such information.
- PROPRIETARY NATURE OF DATA - Subscriber understands and acknowledges that
each Authorizing SRO and Other Data Disseminator has a proprietary interest
in the Market Data that originates on or derives from it or its market(s).
- ENFORCEMENT - Subscriber understands and acknowledges that (a) the
Authorizing SROs are third-party beneficiaries under this Agreement and (b)
the Authorizing SROs or their authorized representative(s) may enforce this
Agreement, by legal proceedings or otherwise, against Subscriber or any
person that obtains Market Data that is made available pursuant to this
Agreement other than as this Agreement contemplates. Subscriber shall pay
the reasonable attorney's fees that any Authorizing SRO incurs in enforcing
this Agreement against Subscriber.
- DATA NOT GUARANTEED - Subscriber understands that no Authorizing SRO, no
other entity whose information is made available over the Authorizing SROs'
facilities (an "Other Data Disseminator") and no information processor that
assists any Authorizing SRO or Other Data Disseminator in making Market Data
available (collectively, the "Disseminating Parties") guarantees the
timeliness, sequence, accuracy or completeness of Market Data or of other
market information or messages disseminated by any Disseminating Party.
Neither Subscriber nor any other person shall hold any Disseminating Party
liable in any way for (a) any inaccuracy, error or delay in, or omission of,
(i) any such data, information or message or (ii) the transmission or
delivery of any such data, information or message, or (b) any loss or damage
arising from or occasioned by (i) any such inaccuracy, error, delay or
omission, (ii) non-performance or (iii) interruption in any such data,
information or message, due either to any negligent act or omission by any
Disseminating Party, to any "force of nature" (e.g., flood, extraordinary
weather conditions, earthquake or other act of God, fire, war, insurrection,
riot, labor dispute, accident, action of government, communications or power
failure, equipment or software malfunction) or to any other cause beyond the
reasonable control of any Disseminating Party.
- PERMITTED USE - Subscriber shall not furnish Market Data to any other
person or entity and, subject to Paragraph 10, shall use Market Data only
for its individual use in its business.
- DISSEMINATION DISCONTINUANCE OR MODIFICATION - Subscriber understands and
acknowledges that, at any time, the Authorizing SROs may discontinue
disseminating any category of Market Data, may change or eliminate any
transmission method and may change transmission speeds or other signal
characteristics. The Authorizing SROs shall not be liable for any resulting
liability, loss or damages that may arise therefrom.
- DURATION; SURVIVAL - This Agreement remains in effect for so long as
Subscriber has the ability to receive Market Data as contemplated by this
Agreement. In addition, Vendor may terminate this Agreement at any time,
whether at the direction of the Authorizing SROs or otherwise. Paragraphs 2,
3 and 4, and the first two sentences of Paragraph 8, survive any termination
of this Agreement.
- MISCELLANEOUS - The laws of the State of New York shall govern this
Agreement and it shall be interpreted in accordance with those laws. This
Agreement is subject to the Securities Exchange Act of 1934, the rules
promulgated under that act, and the joint-industry plans entered into
pursuant to that act. This writing contains the entire agreement between the
parties in respect of its subject matter. Subscriber may not assign all or
any part of this Agreement to any other person. The person manifesting
assent to this agreement below represents and warrants that it has legal
capacity to contract and, if that person is manifesting assent on behalf of
a proprietorship or a business, partnership or other organization,
represents and warrants that he or she has actual authority to bind the
organization.
ACCEPTED AND AGREED: I, the "Subscriber" to which the preceding terms and
conditions refer, acknowledge that I have read the preceding terms and
conditions of this Section 1, that I understand them and that I hereby
manifest my assent to, and my agreement to comply with, those terms and
conditions by "clicking" on the "I Accept" box at the bottom of the NYSE
agreement.
SECTION 2: NONPROFESSIONAL SUBSCRIBER
- NONPROFESSIONAL SUBSCRIBER DEFINITION - "Nonprofessional Subscriber"
means any natural person whom Vendor has determined to qualify as a
"Nonprofessional Subscriber" and who is not:
- registered or qualified with the Securities and Exchange Commission (the
"SEC"), the Commodities Futures Trading Commission, any state securities
agency, any securities exchange or association, or any commodities or
futures contract market or association.
- engaged as an "investment advisor" as that term is defined in Section
202 (11) (a) of the Investment Advisor's Act of 1940 (whether or not
registered or qualified under that Act), nor
- employed by a bank or other organization exempt from registration under
Federal and/or state securities laws to perform functions that would require
him or her to be so registered or qualified if he or she were to perform
such functions for an organization not so exempt.
- PERMITTED USE - If Subscriber is a Nonprofessional Subscriber, he or she
shall receive Market Data solely for his or her personal, non-business use.
- CERTIFICATION - By clicking on the "I agree" button at the bottom of the
agreement, Subscriber hereby certifies that he or she falls within Paragraph
9's definition of "Nonprofessional Subscriber".
ACCEPTED AND AGREED: I, the "Subscriber" to which the preceding terms and
conditions refer, acknowledge that I have read the preceding terms and
conditions of this Section 2, that I understand them and that I hereby
manifest my assent to, and my agreement to comply with, those terms and
conditions by "clicking" on the "I Accept" box at the bottom of the NYSE
agreement.
NASDAQ User Agreement for Real-Time Quotes
On-Line NASDAQ Subscriber Agreement
DISCLOSURE – PLEASE READ
Subscribers must sign a contract entitled The
NASDAQ Stock Market, Inc. (“NASDAQ”)
Subscriber Agreement ("Agreement") in order to receive Information [see
definition in Paragraph [1] of the Agreement] from NASDAQ. While all terms
are important, please particularly note the following. For more information
regarding each term, the paragraph number at the end of each term refers to
the paragraph in the Agreement where more information can be located.
RESTRICTIONS ON USES & TRANSFER: Subscribers may not provide access to
Information or transfer the Agreement to others. The Information is only for
personal non-professional use or, if you are a Professional Subscriber (see
definition in Paragraph [1] of the Agreement) for internal business use
and/or personal use. [Paragraph 3]
MOST TYPES OF DAMAGES ARE EXCLUDED AND REMAINING DAMAGES ARE LIMITED:
NASDAQ
is not liable for trading losses, lost profits or incidental, consequential
or other indirect damages, even if the Information is untimely or incorrect.
Other damages (if any), are strictly limited (in contract, tort, or
otherwise) to a capped amount. [Paragraphs 9 and 10]
NO IMPLIED OR STATUTORY WARRANTIES OR DUTIES: All warranties and duties (if
any) are eliminated. There are no express warranties except for a Limited
Warranty regarding efforts only. STOCK QUOTES MIGHT NOT BE CURRENT OR
ACCURATE. [Paragraph 9]
SUBSCRIBERS PROVIDE AN INDEMNITY: Subscriber indemnifies and holds harmless
NASDAQ for any Claims or Losses (see definition in Paragraph [1] of the
Agreement) resulting from Subscriber’s breach of the Agreement, for
Subscriber’s infringement of a third party's intellectual property rights,
or from any third party suit related to Subscriber’s use or receipt of the
Information. [Paragraph 13 and 14]
MARYLAND LAWS AND COURTS APPLY: Everything relating to the Agreement is
governed by the laws of the United States and the State of Maryland and any
disputes can only be heard in Maryland. [Paragraph 23]
NO ORAL AMENDMENTS & ONLY NASDAQ MAY AMEND: The Agreement may not be altered
orally and may be altered by NASDAQ pursuant to an Agreement procedure which
includes notice either to Subscriber or to Vendor. Failure to terminate the
Agreement before, or use of Information after, an amendment will be
Subscriber’s consent (or confirmation of an earlier consent) to the
amendment. [Paragraph 17 and 21]
VENDORS CAN IMPACT SUBSCRIBER’S RIGHTS BUT NOT NASDAQ’S RIGHTS:
Vendor does
not have authority to change the Agreement. Vendors are obligated to provide
notice of NASDAQ changes to Subscriber, but if they do not, NASDAQ’s notice
to Vendor is still effective, as to Subscriber including notice of
cancellation. [Paragraph 1 and Paragraph 17]
- The word "NASDAQ" means The NASDAQ Stock Market, Inc. and its affiliates.
The word "Information" means certain data and other information: relating to
securities or other financial instruments, products, vehicles or devices; or
relating to Persons regulated by NASDAQ or to activities of NASDAQ; or
gathered by NASDAQ from other sources. The word "or" includes the word
"and". The phrase "Claims or Losses" means any and all liabilities,
obligations, losses, damages, penalties, claims, actions, suits, costs,
judgments, settlements, and expenses of whatever nature, whether incurred by
or issued against an indemnified party or a third party, including, without
limitation, (1) indirect, special, punitive, consequential or incidental
loss or damage, (including, but not limited to, trading losses, loss of
anticipated profits, loss by reason of shutdown in operation or increased
expenses of operation, or other indirect loss or damage) and (2)
administrative costs, investigatory costs, litigation costs, and auditors'
and attorneys' and fees and disbursements (including in-house personnel).
The word "Person" means any natural person, proprietorship, corporation,
partnership, or other entity whatsoever. The phrase "Non-Professional
Subscriber" means any natural person who is neither:
- registered or qualified in any capacity with the SEC, the Commodities
Futures Trading Commission, any state securities agency, any securities
exchange or association, or any commodities or futures contract market or
association;
- engaged as an "investment advisor" as that term is defined in Section
201 (11) of the Investment Advisors Act of 1940 (whether or not registered
or qualified under that Act); nor,
- employed by a bank or other organization exempt from registration under
federal or state securities laws to perform functions that would require
registration or qualification if such functions were performed for an
organization not so exempt.
The phrase "Professional Subscriber" means all other persons who do not meet
the definition of Non-Professional Subscriber. When it appears alone, the
word "Subscriber" encompasses all Non-Professional and Professional
Subscribers. The phrase "Vendor's Service" means the service from a vendor,
including the data processing equipment, software, and communications
facilities related thereto, for receiving, processing, transmitting, using
and disseminating the Information to or by Subscriber.
- Subscriber is granted the right to receive from NASDAQ the Information
under the terms stated herein or in the NASD Rules.
"NASD Rules" shall mean all applicable laws (including intellectual
property, communications, and securities laws), statutes, and regulations,
the rules and regulations of the SEC, the rules and regulations of NASDAQ
including, but not limited to, those requirements established by NASDAQ's
rule filings (with such SEC approval as may be required), NASDAQ's decisions
and interpretations and any User Guides, or successors of the components of
the NASD Rules, as they may exist at the time. For Professional Subscriber,
if any payment is due directly to NASDAQ under this Agreement, payment in
full is due NASDAQ in immediately available U.S. funds, within 30 days of
the date of an invoice, whether or not use is made of, or access is made to,
the Information. Interest shall be due from the date of the invoice to the
time that the amount(s) that are due have been paid. Subscriber shall assume
full and complete responsibility for the payment of any taxes, charges or
assessments imposed on Subscriber or NASDAQ (except for U.S. federal, state,
or local income taxes, if any, imposed on NASDAQ) by any foreign or domestic
national, state, provincial or local governmental bodies, or subdivisions
thereof, and any penalties or interest, relating to the provision of the
Information to Subscriber.
- The Information is licensed only for the personal use of the
Non-Professional Subscriber and the internal business use and/or personal
use of the Professional Subscriber. By representing to Vendor that
Subscriber is a non-professional, or by continuing to receive the
Information at a non-professional subscriber rate, Subscriber is affirming
to Vendor and NASDAQ that Subscriber meets the definition of
Non-Professional Subscriber as set forth in paragraph 1 above. Subscriber
will promptly give written notice to Vendor of any change in the name or
place of residence or place of business at which the Information is
received. Subscriber may not sell, lease, furnish or otherwise permit or
provide access to the Information to any other Person or to any other
office, or place. Subscriber will not engage in the operation of any illegal
business; use or permit anyone else to use the Information, or any part
thereof, for any illegal purpose; or violate any NASD Rule. Professional
Subscribers may, on a non-continuous basis, furnish limited amounts of the
Information to customers: in written advertisements, correspondence, or
other literature; or during voice telephonic conversations not entailing
computerized voice, automated information inquiry systems, or similar
technologies. Subscriber may not present the Information rendered in any
unfair, misleading, or discriminatory format. Subscriber shall take
reasonable security precautions to prevent unauthorized Persons from gaining
access to the Information.
- Subscriber acknowledges that NASDAQ, in its sole discretion, may from
time to time make modifications to its system or the Information. Such
modifications may require corresponding changes to be made in Vendor's
Service. Changes or the failure to make timely changes by Vendor or
Subscriber may sever or affect Subscriber's access to or use of the
Information. NASDAQ shall not be responsible for such effects.
- NASDAQ grants to Subscriber a nonexclusive, non-transferable license
during the term of the Agreement to receive and use the Information
transmitted to it by Vendor and thereafter to use such Information for any
purpose not inconsistent with the terms of the Agreement or with the NASD
Rules. Subscriber acknowledges and agrees that NASDAQ has proprietary rights
in the Information that originates on or derives from markets regulated or
operated by NASDAQ and compilation or other rights in Information gathered
from other sources. Subscriber further acknowledges and agrees that NASDAQ's
third party Information providers have exclusive proprietary rights in their
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WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR COURSE OF
PERFORMANCE, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR USE OR PURPOSE.
- NASDAQ’S LIMITATION OF LIABILITY.
- EXCEPT AS MAY OTHERWISE BE SET FORTH HEREIN, NASDAQ SHALL NOT BE LIABLE
TO SUBSCRIBER, ITS VENDOR OR ANY OTHER PERSON FOR INDIRECT, SPECIAL,
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THAT NASDAQ REGULARLY TRANSMITS THE INFORMATION.
- IF NASDAQ IS FOR ANY REASON HELD LIABLE TO SUBSCRIBER OR TO ANY OTHER
PERSON, WHETHER IN TORT OR IN CONTRACT, THE LIABILITY OF NASDAQ WITHIN A
SINGLE YEAR (FROM THE EFFECTIVE DATE OF THE AGREEMENT) OF THE AGREEMENT
[COMBINED WITH THE TOTAL OF ALL CLAIMS OR LOSSES OF SUBSCRIBER'S VENDOR, AND
ANY OTHER PERSON CLAIMING THROUGH, ON BEHALF OF, OR AS HARMED BY SUBSCRIBER]
IS LIMITED TO AN AMOUNT OF SUBSCRIBER’S DAMAGES THAT ARE ACTUALLY INCURRED
BY SUBSCRIBER IN REASONABLE RELIANCE, AND WHICH AMOUNT DOES NOT EXCEED THE
LESSER OF: (I) IF SUBSCRIBER OR ANY OTHER PERSON CONTINUES TO RECEIVE THE
INFORMATION OR ANY OTHER DATA AND/OR INFORMATION OFFERED BY NASDAQ, A
PRORATED MONTH'S CREDIT OF ANY MONIES DUE DIRECTLY TO NASDAQ FROM
SUBSCRIBER, OR, IF APPLICABLE, FROM ANY OTHER PERSON, FOR THE INFORMATION AT
ISSUE DURING THE PERIOD AT ISSUE OR, IF SUBSCRIBER OR ANY OTHER PERSON NO
LONGER RECEIVES EITHER THE INFORMATION OR ANY OTHER DATA AND/OR INFORMATION
OFFERED BY NASDAQ, A REFUND OF ANY MONIES DUE DIRECTLY TO NASDAQ FROM
SUBSCRIBER, OR, IF APPLICABLE, FROM ANY OTHER PERSON, FOR THE INFORMATION AT
ISSUE DURING THE PERIOD AT ISSUE; OR (II) $500.00.
- THIS SECTION SHALL NOT RELIEVE NASDAQ, SUBSCRIBER OR ANY OTHER PERSON
FROM LIABILITY FOR DAMAGES THAT RESULT FROM THEIR OWN GROSS NEGLIGENCE OR
WILLFUL TORTIOUS MISCONDUCT, OR FROM PERSONAL INJURY OR WRONGFUL DEATH
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SECTION REFLECT A REASONABLE ALLOCATION OF RISK AND LIMITATION OF LIABILITY.
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COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR THE IMPLIED WARRANTIES OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE AND THEY SHALL
HAVE NO LIABILITY FOR THE ACCURACY OF, OR FOR DELAYS OR OMISSIONS IN, ANY OF
THE INFORMATION PROVIDED BY THEM. NASDAQ'S THIRD PARTY INFORMATION PROVIDERS
SHALL ALSO HAVE NO LIABILITY FOR ANY DAMAGES, WHETHER DIRECT OR INDIRECT,
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NASDAQ,
its third party information providers or Subscriber shall not be obligated
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available injunctive relief or damages, with the prevailing party being
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Agreement may be terminated by Subscriber on 30 days written notice to
Vendor and by NASDAQ on 30 days written notice either to Vendor or
Subscriber. NASDAQ may also alter any term of this Agreement on 60 days
written notice either to Vendor or Subscriber, and any use after such date
is deemed acceptance of the new terms. In the event of Subscriber breach,
discovery of the untruth of any representation of Subscriber, or where
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Agreement on not less than three (3) days written notice to Subscriber
provided either by NASDAQ or Vendor.
- NASDAQ does not endorse or approve any equipment, Vendor, or Vendor's
Service.
- Natural persons executing this Agreement warrant and represent that they
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execute the Agreement on behalf of Subscriber.
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writing under this Agreement shall be directed to:
The NASDAQ Stock Market, Inc.
1735 K Street, NW
Washington, DC 20006
Attn.: Manager, Trading and Market Services
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constructive receipt if sent by certified mail, postage pre-paid, return
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dealing with respect to any right, power, or privilege under this Agreement
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of any such right, power, or privilege preclude any other or further
exercise thereof or the exercise of any other right, power, or privilege
under this Agreement. If any of the provisions of this Agreement, or
application thereof to 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
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affected thereby and each such term and provision of this Agreement shall be
valid and enforceable to the fullest extent permitted by law.
- The terms of this Agreement apply to those obligations that survive any
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intellectual property, indemnification, limitation of liability, warranties,
disclaimer of warranties, and Exchange Act related provisions.
- This Agreement shall be deemed to have been made in the United States in
the State of Maryland 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 Maryland, without reference to principles of conflicts of
laws thereof. Subscriber hereby consents to submit to the jurisdiction of
the courts of or for the State of Maryland in connection with any action or
proceeding instituted relating to this Agreement.
VISION BROKERAGE SERVICES, LLC
DAY-TRADING RISK DISCLOSURE STATEMENT
The following information has been provided by Vision Brokerage Services
LLC. You should consider the following points before engaging in a day-trading
strategy. For purposes of this notice, a "day-trading strategy" means an overall trading
strategy characterized by the regular transmission by a customer of intra- day orders
to effect both purchase and sale transactions in the same security or securities.
Day trading can be extremely risky. Day trading generally is not appropriate
for someone of limited resources and limited investment or trading experience and low
risk tolerance. You should be prepared to lose all of the funds that you use for day
trading. In particular, you should not fund day-trading activities with retirement savings, student
loans, second mortgages, emergency funds, funds set aside for purposes such as education
or home ownership, or funds required to meet your living expenses. Further, certain
evidence indicates that an investment of less than $50,000 will significantly impair
the ability of a day trader to make a profit. Of course, an investment of $50,000 or more
will in no way guarantee success.
Be cautious of claims of large profits from day trading. You should be wary
of advertisements or other statements that emphasize the potential for large
profits in day trading. Day trading can also lead to large and immediate financial losses.
Day trading requires knowledge of securities markets. Day trading requires in- depth
knowledge of the securities markets and trading techniques and strategies. In attempting
to profit through day trading, you must compete with professional, licensed traders
employed by securities firms. You should have appropriate experience before engaging in
day trading.
Day trading requires knowledge of a firm's operations. You should be
familiar with a securities firm's business practices, including the operation of the firm's
order execution systems and procedures. Under certain market conditions, you may find it
difficult or impossible to liquidate a position quickly at a reasonable price. This can
occur, for example, when the market for a stock suddenly drops, or if trading is halted
due to recent news events or unusual trading activity. The more volatile a stock is, the
greater the likelihood that problems may be encountered in executing a transaction. In
addition to normal market risks, you may experience losses due to system failures.
Day trading will generate substantial commissions, even if the per trade
cost is low. Day trading involves aggressive trading, and generally you will pay commissions
on each trade. The total daily commissions that you pay on your trades will add to
your losses or significantly reduce your earnings. For instance, assuming that a trade
costs $16 and an average of 29 transactions are conducted per day, an investor would need to
generate an annual profit of $111,360 just to cover commission expenses.
Day trading on margin or short selling may result in losses beyond your
initial investment. When you day trade with funds borrowed from a firm or someone else, you can
lose more than the funds you originally placed at risk. A decline in the value of
the securities that are purchased may require you to provide additional funds to the firm
to avoid the forced sale of those securities or other securities in your account. Short
selling as part of your day-trading strategy also may lead to extraordinary losses, because you
may have to purchase a stock at a very high price in order to cover a short position.
Potential Registration Requirements. Persons providing investment advice for
others or managing securities accounts for others may need to register as either an
"Investment Advisor" under the Investment Advisors Act of 1940 or as a "Broker" or
"Dealer" under the Securities Exchange Act of 1934. Such activities may also trigger state
registration requirements.
Market Research
Your use of the Markets and Research section of this web site is subject to
the following terms. The Markets and Research section is made available
through Fidelity Brokerage Technology Group, inc. The Markets and Research
section is prepared by independent providers, which are identified as the
source of the information. Independent providers are not affiliated with
Licensor, as defined in the Important Legal Information link of this web
site, its divisions, subsidiaries or affiliates (herein "Licensor"). This
information has not been reviewed by Licensor. Securities mentioned reflect
the analysts' opinions, and are not recommendations. The materials are
provided for information purposes only and should not be used or construed
as an offer to sell, a solicitation of an offer to buy, or a recommendation
for any security. There is no guarantee that the information supplied is
accurate, complete or timely. There is no guarantee or warranty with regard
to the results obtained from its use. Past performance is not an indication
of future performance. There is no guarantee of suitability or potential
value of any particular investment or information source. You acknowledge
that your requests for information are unsolicited and shall neither
constitute nor be considered investment advice.
Important Trading Information
All orders may be held for review. Held orders will not be submitted to the
market for execution until they are approved and released during business
hours. Held orders can be viewed on order status. If an order is rejected,
checking order status will be your only notification.
If you are purchasing front-end loaded mutual fund shares, this order may be
entitled to a reduced sales charge based on other mutual fund holdings in
the same fund family in this account and any related accounts. The fund
prospectus describes any special provisions, such as "rights of
accumulation" and "letters of intent," and additional details and
qualification criteria. If the account qualifies for these special
provisions, please edit the order or call your home office.
Orders placed earlier in the day are not reflected in breakpoint
calculations and actual qualified breakpoint level applied to the order may
be higher or lower.
Intraday modifications to the account ROA Household are not reflected in the
breakpoint calculation and actual qualified breakpoint level may be higher
or lower. If a fund position in any of the accounts with the ROA Household has an
out-of-date price then the resulting breakpoint calculation may not reflect
the actual qualified breakpoint. Contact your home office for assistance.
Important Mutual Fund Tools Information
Breakpoint Pricing
Breakpoint Pricing is a feature provided by many Mutual Fund companies which
allows for reduced sales charges under certain conditions on purchases in
front end loaded funds. Please read the Fund's Prospectus before investing
to determine Breakpoint Pricing availability, rules, and schedules.
Breakpoint Evaluator
The Breakpoint Evaluator tool provides a hypothetical estimated breakpoint
sales charge. The actual breakpoint sales charge applied to the order may be
different due to intraday activity, including intraday order placement
and/or modifications to a ROA (Rights of Accumulation) household.
Aggregated Assets
Aggregated Assets represent the total eligible assets held at National
Financial Services LLC that may be used to determine the appropriate
breakpoint sales charge according to the Fund Family rules for Rights of
Accumulation (ROA) and related accounts (ROA Household). Detailed
information regarding accounts whose owners have not consented to disclose
information to other ROA household members is not displayed, however, assets
associated with these accounts are included within the Aggregated Asset
total.
Aggregated Assets total may not reflect the actual total due to intraday
modifications to a ROA household. Valuation of assets method and price type
(Net Asset Value, Public Offering Price, or cost) are determined by the
respective Fund Family. Valuation of assets is performed at the close of
business each day, based upon criteria set forth by the Fund Family. Please
read the Fund's Prospectus for information regarding its asset valuation and
Rights of Accumulation policies.
Product Rules
Fund Product rules are determined by the Fund Family and provided to
National Financial Services LLC (NFS) as of the date indicated. Please refer
to the Fund Prospectus for detailed information.
Breakpoint Schedule
The Breakpoint Schedule is determined by the Fund Family and provided to NFS
on a periodic basis. Sales charges associated with purchases in front end
loaded funds are assessed and calculated based upon the Schedules provided
to NFS. Please refer to the Fund Prospectus for detailed information.
Securities Investor Protection Corporation ("SIPC")
Vision is a member of the Securities Investor Protection Corporation (“SIPC”), which
protects securities customers of its members up to $500,000 (including up to $100,000 for
claims for cash). You may obtain information about SIPC, including the SIPC explanatory
brochure, by calling SIPC at 202.371.8300 or by visiting their Web site,
www.sipc.org.