FM AMENDMENT TO THE REMOTE PROCESSING AGREEMENT
SUNGARD FINANCIAL SYSTEMS LLC
PENSON FINANCIAL SERVICES, INC.
This FM Amendment (“FM Amendment”) is dated September 25, 2008 (the “FM Amendment Effective Date”)
and is made to that certain Remote Processing Agreement between SunGard Financial Systems LLC, formerly
known as SunGard Financial Systems Inc. (“SunGard”), and Penson Financial Services, Inc. (“Customer”) dated
July 10, 1995 and amended as further described below.
SunGard and Customer are parties to that certain Remote Processing Agreement dated July 10, 1995, as
amended by Amendments dated March 27, 2002, August 1, 2002, September 17, 2004, August 1, 2005,
August 15, 2005, July 25, 2006, July 23, 2007 and November 12, 2007 (hereinafter collectively referred to as
the “Processing Agreement,” the “Agreement” or the “RPA”).
SunGard and Customer desire to modify the terms of the Processing Agreement to add additional products
and/or services, pursuant to the terms and conditions thereof.
Now, therefore, in consideration of the mutual agreements contained herein and subject to the satisfaction of the
terms and conditions set forth herein and in the Processing Agreement, the parties hereto, intending to be legally
bound, agree as follows:
1.1 (a) Commencing on the FM Transition Date (as defined below), subject to the terms and conditions
set forth in the Processing Agreement and this FM Amendment, SunGard shall provide, and Customer shall
use, the facilities management services described in this Section 1, including:
(collectively, the “FM Services”) SunGard provides to Customer.
(b) SunGard shall provide the FM Services at a SunGard facility located in Massachusetts or a replacement
facility (“Designated SunGard Facility”) via SunGard’s computer equipment dedicated to Customer’s exclusive
production use (“Dedicated SunGard Computer”) and test environment located on the Phase3 Disaster
Recovery System. If SunGard relocates the