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separately, would have been liable to make the same payment, unless the person who has become liable was, and the other was not, guilty of fraudulent misrepresentation.

(3) No action shall be maintained to enforce any liability created under this section unless brought within two years after the discovery of the violation upon which it is based.

REGULATION OF THE USE OF MANIPULATIVE DEVICES Sec. 9. It shall be unlawful for any person, directly or indirectly, by use of any means or instrumentality of interstate commerce or of the mails or of any facility of any national securities exchange

(a) To effect the sale of any security registered on a national securities exchange, which at the time of such sale was not owned by such person or his principal except in accordance with such rules and regulations as the Commission may prescribe as appropriate or necessary in the public interest or for the protection of investors;

(b) To use or employ or to execute or accept for execution any stop-loss order in connection with the purchase or sale of any security registered on a national securities exchange except in accordance with such rules and regulations as the Commission shall prescribe as appropriate or necessary in the public interest or for the protection of investors;

(c) To use or employ in connection with the purchase or sale of any security registered on a national securities exchange any device or contrivance which, or any device or contrivance in a way or manner which the Commission may by its rules and regulations find detrimental to the public interest or to the proper protection of investors.

SEGREGATION AND LIMITATION OF THE FUNCTIONS OF BROKER, SPECIALIST, AND

DEALER

Sec. 10. It shall be unlawful for any member of a national securities exchange or any person who as a broker transacts a business in securities through the medium of any such member to act as a dealer in or underwriter of securities, whether or not registered on any national securities exchange. It shall be unlawful for any member of a national securities exchange to act as a specialist unless registered as such with the exchange, subject to such rules and regulations as the Commission may prescribe, and it shall be unlawful for any specialist on a national securities exchange (a) to effect on the exchange any transaction except on fixed price orders or (b) to disclose to any other person information in regard to orders placed with him which is not available to all members of the exchange. An exchange may provide that officers or employees of the exchange may perform the functions of specialists subject to such rules and regulations as the Commission may prescribe.

REGISTRATION REQUIREMENTS FOR SECURITIES Sec. 11. (a) It shall be unlawful for any person to effect any transaction in any security on a national securities exchange unless a registration is effective as to such security in accordance with the provisions of this act and the rules and regulations made by the Commission thereunder and unless such security has been issued.

(b) A security may be registered with a national securities exchange upon application by the issuer, by filing with such exchange and with the Commission such undertakings, information, and documents as the Commission may by its rules and regulations require in the public interest and for the protection of investors together with such additional undertakings, information, and documents as the exchange may require. If the exchange authorities certify to the Commission that the security has been approved by the exchange for listing and registration, the registration shall become effective thirty days after the filing of such certification with the Commission: Provided, That if it appears to the Commission prior to the expiration of such thirty days that the application for registration does not comply with the provisions of this Act or the rules and regulations made by the Commission hereunder, it may, after appropriate notice and opportunity for hearing within such period, enter an order denying the application for registration unless the issuer shall withdraw its application or consent to the Commission's deferring action on its application for a stated period longer than such thirty days.

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(4) If a dealer, broker, or member or a person in the employ of a dealer, broker, or member, to circulate or disseminate in the ordinary course of business information to the effect that the price of any security or securities registered on a national securities exchange will or is likely to rise or fall partly or wholly because of the market activity of any one or more persons, if the person disseminating such information has reason to believe that the circulation or dissemination of such information on his part may induce the purchase or sale of any such security in the expectation of such market activity;

(5) To Circulate or disseminate information regarding any security registered on a national securities exchange which statement is, in the light of the circumstances under which it was made, false or misleading in respect of any matter sufficiently important to influence the judgment of an average investor, if the person disseminiating such information has reason to believe that the circulation or dissemination of such information on his part may induce the purchase or sale of such security, and does not prove that he acted in good faith and in the exercise of reasonable care had no ground to believe that the statement was false or misleading;

(6) To pay or cause to be paid directly or indirectly any consideration or anything of value to any person to circulate, disseminate, or finance the cost of circulating and disseminating, information to the effect that the price of any security or securities registered on a national securities exchange will or is likely to rise or fall partly or wholly because of the market activity of any one or more persons;

(7) To engage in any series of transactions or in any operation for the purchase and sale of any security registered on a national securities exchange which has the purpose or effect of pegging, fixing, or stabilizing the price of such security without having prior thereto reported to the exchange authorities and to the Commission such information regarding the purpose and nature of such transactions or operations, the details thereof and the person or persons interested therein as the Commission by rules and regulations may prescribe as appropriate or necessary in the public interest or for the protection of investors;

(8) To acquire substantial control of the floating supply of any security registered on a national securities exchange for the purpose of causing the price of such security to rise on the exchange because of such control of the floating supply;

(9) To effect by use of the facility of any national securities exchange

(i) any transaction in any security whereby any party to such transaction acquires any put, call, straddle, or other option or privilege of buying a security from or selling a security to another party to the transaction without being bound to do so; or

(ii) any transaction in any security with relation to which he has, directly or indirectly, any interest in such put, call, straddle, option, or privilege; or

(iii) any transaction in any security for account of any person who, he has reason to believe, has, directly or indirectly, any interest in any such put, call, straddle, option, or privilege with relation to such security; or if a member, directly or indirectly, to have or guarantee any interest in any put, call, straddle, option, or privilege in relation to any security registered on a national securities exchange.

(b) Any person who participates in any act or transaction in violation of subsection (a) of this section shall be liable to any person who shall purchase any security, the price of which may have been effected by such act or transaction, and the person so injured may sue in law or equity in any court of competent jurisdiction to recover the difference between the price he paid for such security and the lowest price for which such security shall have sold on the exchange during the ninety days preceding and the ninety days following such purchase, and such additional damages, if any, as the person suing may prove that he sustained as a result of any such transaction.

(c) Any person who participates in a transaction or transactions in violation of subsection (a) of this section shall be liable to any person who shall have sold a security, the price of which may have been effected by such transaction or transactions, and the persons so injured may sue in law or equity in any court of competent jurisdiction to recover the difference between the price for which he sold such security and the highest price for which such security shall have sold on the exchange during the ninety days preceding and the ninety days following such sale, and such additional damages, if any, as the person suing may prove that he sustained as a result of any such transaction.

(d) Every person who becomes liable to make any payment under this section may recover contribution as in cases of contract from any person who, if sued

separately, would have been liable to make the same payment, unless the person who has become liable was, and the other was not, guilty of fraudulent misrepresentation.

(3) No action shall be maintained to enforce any liability created under this section unless brought within two years after the discovery of the violation upon which it is based.

REGULATION OF THE USE OF MANIPULATIVE DEVICES

Sec. 9. It shall be unlawful for any person, directly or indirectly, by use of any means or instrumentality of interstate commerce or of the mails or of any facility of any national securities exchange

(a) To effect the sale of any security registered on a national securities exchange, which at the time of such sale was not owned by such person or his principal except in accordance with such rules and regulations as the Commission may prescribe as appropriate or necessary in the public interest or for the protection of investors;

(b) To use or employ or to execute or accept for execution any stop-loss order in connection with the purchase or sale of any security registered on a national securities exchange except in accordance with such rules and regulations as the Commission shall prescribe as appropriate or necessary in the public interest or for the protection of investors;

(c) To use or employ in connection with the purchase or sale of any security registered on a national securities exchange any device or contrivance which, or any device or contrivance in a way or manner which the Commission may by its rules and regulations find detrimental to the public interest or to the proper protection of investors.

SEGREGATION AND LIMITATION OF THE FUNCTIONS OF BROKER, SPECIALIST, AND

DEALER

Sec. 10. It shall be unlawful for any member of a national securities exchange or any person who as a broker transacts a business in securities through the medium of any such member to act as a dealer in or underwriter of securities, whether or not registered on any national securities exchange. It shall be unlawful for any member of a national securities exchange to act as a specialist unless registered as such with the exchange, subject to such rules and regulations as the Commission may prescribe, and it shall be unlawful for any specialist on a national securities exchange (a) to effect on the exchange any transaction except on fixed price orders or (b) to disclose to any other person information in regard to orders placed with him which is not available to all members of the exchange. An exchange may provide that officers or employees of the exchange may perform the functions of specialists subject to such rules and regulations as the Commission may prescribe.

REGISTRATION REQUIREMENTS FOR SECURITIES Sec. 11. (a) It shall be unlawful for any person to effect any transaction in any security on a national securities exchange unless a registration is effective as to such security in accordance with the provisions of this act and the rules and regulations made by the Commission thereunder and unless such security has been issued.

(b) A security may be registered with a national securities exchange upon application by the issuer, by filing with such exchange and with the Commission such undertakings, information, and documents as the Commission may by its rules and regulations require in the public interest and for the protection of investors together with such additional undertakings, information, and documents as the exchange may require. If the exchange authorities certify to the Commission that the security has been approved by the exchange for listing and registration, the registration shall become effective thirty days after the filing of such certification with the Commission: Provided, That if it appears to the Commission prior to the expiration of such thirty days that the application for registration does not comply with the provisions of this Act or the rules and regulations made by the Commission hereunder, it may, after appropriate notice and opportunity for hearing within such period, enter an order denying the application for registration unless the issuer shall withdraw its application or consent to the Commission's deferring action on its application for a stated period longer than such thirty days.

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(4) If a dealer, broker, or member or a person in the employ of a dealer, broker, or member, to circulate or disseminate in the ordinary course of business information to the effect that the price of any security or securities registered on a national securities exchange will or is likely to rise or fall partly or wholly because of the market activity of any one or more persons, if the person disseminating such information has reason to believe that the circulation or dissemination of such information on his part may induce the purchase or sale of any such security in the expectation of such market activity;

(5) To Circulate or disseminate information regarding any security registered on a national securities exchange which statement is, in the light of the circumstances under which it was made, false or misleading in respect of any matter sufficiently important to influence the judgment of an average investor, if the person disseminiating such information has reason to believe that the circulation or dissemination of such information on his part may induce the purchase or sale of such security, and does not prove that he acted in good faith and in the exercise of reasonable care had no ground to believe that the statement was false or misleading;

(6) To pay or cause to be paid directly or indirectly any consideration or anything of value to any person to circulate, disseminate, or finance the cost of circulating and disseminating, information to the effect that the price of any security or securities registered on a national securities exchange will or is likely to rise or fall partly or wholly because of the market activity of any one or more persons;

(7) To engage in any series of transactions or in any operation for the purchase and sale of any security registered on a national securities exchange which has the purpose or effect of pegging, fixing, or stabilizing the price of such security without having prior thereto reported to the exchange authorities and to the Commission such information regarding the purpose and nature of such transactions or operations, the details thereof and the person or persons interested therein as the Commission by rules and regulations may prescribe as appropriate or necessary in the public interest or for the protection of investors;

(8) To acquire substantial control of the floating supply of any security registered on

national securities change for the purpose of causing the price of such security to rise on the exchange because of such control of the floating supply;

(9) To effect by use of the facility of any national securities exchange

(i) any transaction in any security whereby any party to such transaction acquires any put, call, straddle, or other option or privilege of buying a security from or selling a security to another party to the transaction without being bound to do so; or

(ii) any transaction in any security with relation to which he has, directly or indirectly, any interest in such put, call, straddle, option, or privilege; or

(iii) any transaction in any security for account of any person who, he has reason to believe, has, directly or indirectly, any interest in any such put, call, straddle, option, or privilege with relation to such security; or if a member, directly or indirectly, to have or guarantee any interest in any put, call, straddle, option, or privilege in relation to any security registered on a national securities exchange.

(b) Any person who participates in any act or transaction in violation of subsection (a) of this section shall be liable to any person who shall purchase any security, the price of which may have been effected by such act or transaction, and the person so injured may sue in law or equity in any court of competent jurisdiction to recover the difference between the price he paid for such security and the lowest price for which such security shall have sold on the exchange during the ninety days preceding and the ninety days following such purchase, and such additional damages, if any, as the person suing may prove that he sustained as a result of any such transaction.

(c) Any person who participates in a transaction or transactions in violation of subsection (a) of this section shall be liable to any person who shall have sold a security, the price of which may have been effected by such transaction or transactions, and the persons so injured may sue in law or equity in any court of competent jurisdiction to recover the difference between the price for which he sold such security and the highest price for which such security shall have sold on the exchange during the ninety days preceding and the ninety days following such sale, and such additional damages, if any, as the person suing may prove that he sustained as a result of any such transaction.

(d) Every person who becomes liable to make any payment under this section may recover contribution as in cases of contract from any person who, if sued

separately, would have been liable to make the same payment, unless the person who has become liable was, and the other was not, guilty of fraudulent misrepresentation.

(3) No action shall be maintained to enforce any liability created under this section unless brought within two years after the discovery of the violation upon which it is based.

REGULATION OF THE USE OF MANIPULATIVE DEVICES Sec. 9. It shall be unlawful for any person, directly or indirectly, by use of any means or instrumentality of interstate commerce or of the mails or of any facility of any national securities exchange

(a) To effect the sale of any security registered on a national securities exchange, which at the time of such sale was not owned by such person or his principal except in accordance with such rules and regulations as the Commission may prescribe as appropriate or necessary in the public interest or for the protection of investors;

(b) To use or employ or to execute or accept for execution any stop-loss order in connection with the purchase or sale of any security registered on a national securities exchange except in accordance with such rules and regulations as the Commission shall prescribe as appropriate or necessary in the public interest or for the protection of investors;

(c) To use or employ in connection with the purchase or sale of any security registered on a national securities exchange any device or contrivance which, or any device or contrivance in a way or manner which the Commission may by its rules and regulations find detrimental to the public interest or to the proper protection of investors.

SEGREGATION AND LIMITATION OF THE FUNCTIONS OF BROKER, SPECIALIST, AND

DEALER

Sec. 10. It shall be unlawful for any member of a national securities exchange or any person who as a broker transacts a business in securities through the medium of any such member to act as a dealer in or underwriter of securities, whether or not registered on any national securities exchange. It shall be unlawful for any member of a national securities exchange to act as a specialist unless registered as such with the exchange, subject to such rules and regulations as the Commission may prescribe, and it shall be unlawful for any specialist on a national securities exchange (a) to effect on the exchange any transaction except on fixed price orders or (b) to disclose to any other person information in regard to orders placed with him which is not available to all members of the exchange. An exchange may provide that officers or employees of the exchange may perform the functions of specialists subject to such rules and regulations as the Commission may prescribe.

REGISTRATION REQUIREMENTS FOR SECURITIES Sec. 11. (a) It shall be unlawful for any person to effect any transaction in any security on a national securities exchange unless a registration is effective as to such security in accordance with the provisions of this act and the rules and regulations made by the Commission thereunder and unless such security has been issued.

(b) A security may be registered with a national securities exchange upon application by the issuer, by filing with such exchange and with the Commission such undertakings, information, and documents as the Commission may by its rules and regulations require in the public interest and for the protection of investors together with such additional undertakings, information, and documents as the exchange may require. If the exchange authorities certify to the Commission that the security has been approved by the exchange for listing and registration, the registration shall become effective thirty days after the filing of such certification with the Commission: Provided, That if it appears to the Commission prior to the expiration of such thirty days that the application for registration does not comply with the provisions of this Act or the rules and regulations made by the Commission hereunder, it may, after appropriate notice and opportunity for hearing within such period, enter an order denying the application for registration unless the issuer shall withdraw its application or consent to the Commission's deferring action on its application for a stated period longer than such thirty days.

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