INTER-DATA CENTER CONNECTIVITY ADDENDUM

TO MARKET DATA DISTRIBUTION AGREEMENT

THIS ADDENDUM, dated as of the date executed by OTC MARKETS GROUP INC., a Delaware corporation with an office located at 304 Hudson Street, 2nd Floor, New York, NY 10013 (“OTC Markets Group”), modifies and amends the Market Data Distribution Agreement (the “Distribution Agreement,” and together with all attachments, addenda, cover sheets, amendments, exhibits, schedules, and other materials referenced therein, collectively, the “Agreement”), which is part of the Agreement by and between OTC Markets Group and the Distributor, as identified below, and terminates and supersedes any and all prior Inter-Data Center Connectivity Addendums to the Distribution Agreement, as follows:

  1. Applicability. This Addendum is only available to distributors who have entered into a Direct Connectivity Addendum to the Distribution Agreement. This Addendum will permit a Distributor to select the data center from which it will receive Informationin accordance with the Direct Connectivity Addendum.
  2. Definitions. The terms used, but not otherwise defined herein, shall have the meanings assigned to them in the Distribution Agreement and the Direct Connectivity Addendum.
  3. Data Center Election; Fees. OTC Markets Group hereby agrees that Distributor may elect to receive Information from (i) the primary data center, (ii) the secondary data center, or (ii) both data centers, in each case via inter-data center connections maintained by OTC Markets Group(“Inter-Data Center Connectivity”). Distributor hereby agrees to pay the fees and charges associated with Inter-Data Center Connectivity as set forth in Appendix B to the Distribution Agreement. In the event of any claim of conflict between any fees and charges set forth in the Connectivity Specifications and the fees and charges set forth in Appendix B to the Distribution Agreement, the fees and charges set forth in Appendix B to the Distribution Agreement shall control.
  4. Inter-Data Center Connectivity Specifications. The guidelines, requirements, and allocation of responsibilities pertaining to Inter-Data Center Connectivity shall be contained in OTC Markets Group’s Connectivity Manual.
  5. Miscellaneous. This Addendum modifies and amends the Agreement with respect to the subject matter hereof and is hereby made a part of the Agreement. Except to the extent this Addendum expressly and specifically modifies and amends the terms and conditions of the Agreement, the terms and the conditions of the Agreement remain applicable in their entirety, and this Addendum shall not otherwise limit or reduce Distributor’s duties, obligations, or responsibilities under the Agreement. In the event of any claim of conflict between the terms and conditions of this Addendum and the terms and conditions of any other part of the Agreement, the interpretation given to such terms and conditions in the Agreement shall control the meaning thereof.

OTC Markets Group Inc. Page 1 of 2

Inter-Data Center Connectivity Addendum (NLF DRAFT 10.28.11)

IN WITNESS WHEREOF, the parties hereto have caused this Addendum to be executed by their duly authorized officers.

OTC Markets Group Inc.

By:

Name: Matthew Fuchs

Title:Executive Vice President

Distributor

(Name of Entity)

By:

Name:

Title:

Date of Execution by OTC Markets Group Inc.: ______

OTC Markets Group Inc. Page 1 of 2

Inter-Data Center Connectivity Addendum (NLF DRAFT 10.28.11)