[English Translation]

MEDIATION REGULATIONSTOKYO FINANCIAL EXCHANGE INC.

(This is an English translation of the Mediation Regulations, the original of which has been
prepared in the Japanese language only. The Japanese language text hereof shall govern
for all purposes and in all respects. Accordingly, all questions that may arise within orwithout courts of law in regard to the meaning of the words, provisions and stipulations ofthese Regulations shall be decided in accordance with the Japanese language
text. Tokyo Financial Exchange Inc. (“TFX”) assumes no responsibility for accuracy,correctness or contents of this English text.)

Mediation Regulations

Table of Contents
Page
Article 1.

Purpose ..................................................................................................................... 1

Article 2.

Request for Mediation .............................................................................................. 1

Article 3.

Rejection of Mediation Request ............................................................................... 1

Article 4.

Participation of Mediator.......................................................................................... 2

Article 5.

Duty to Submit an Answer........................................................................................ 2

Article 6.

Statement of Rejection of Mediation ........................................................................ 3

Article 7.

Interview ................................................................................................................... 3Article 8.

Duty to Submit Information...................................................................................... 3

Article 9.

Discontinuation of Mediation ................................................................................... 3

Article 10. Withdrawal of Mediation Request ............................................................................ 4
Article 11. Compromise Proposal............................................................................................... 4
Article 12. Preparation of Compromise Agreement.................................................................... 4

SUPPLEMENTARY PROVISIONS ........................................................................................................ 4

Mediation Regulations
Table of Contents1Article 1.

Purpose

These Regulations set forth the matters necessary for mediation pursuant toArticle 48 of the Trading Member Regulations.
Article 2.

Request for Mediation

2.1
If a Trading Member intends to request mediation pursuant to Article 43 of theTrading Member Regulations, the Trading Member shall submit to the Exchange a signed
or sealed mediation request stating the matters listed below in two originals.
(1)

Date of request(2)

Name, occupation and address of a requester(3)

Name, occupation and address of the counterparty(4)

Purpose of request(5)

Progress and current status of the dispute(6)

Listing of reference information, if any

2.2
If a mediation request does not satisfy the requirements set forth in Article 2.1
above and it is not corrected without delay, the Exchange shall refuse to receive such
request.
2.3
If the Exchange receives a mediation request, the Exchange shall deliver one
original of the request to the counterparty stated therein.
Article 3.

Rejection of Mediation Request

If a mediation request falls under any of the following situations, the Exchange
may decline to conduct mediation.
(1)

The request is made after a lapse of three (3) years from the date of theoccurrence of a dispute.

Mediation Regulations
1(2)The request is made with respect to a dispute in litigation.

(3)

The request is made with respect to a dispute to be submitted to joint
mediation or a dispute under arbitration by a Linked Overseas
Organization.

(4)

The Exchange determines that the request falls under Article 43.3 of theTrading Member Regulations.

Article 4.

Participation of Mediator

If the Exchange considers it necessary to do so in mediation of a dispute between
any Trading Members, the Exchange may, with consent from the Trading Members
concerned, appoint a mediator from other Trading Members’ Trading Member
Representatives or other persons deemed appropriate by the Exchange and cause themediator to participate in the mediation.
Article 5.

Duty to Submit an Answer

5.1
If the counterparty agrees to accept mediation by the Exchange in response to thecorresponding mediation request, the counterparty shall prepare a signed or sealed answer
stating the matters listed below in two originals and submit it to the Exchange immediately
after receiving the mediation request delivered by the Exchange under Article 2.3 hereof.
(1)

Date of answer(2)

Name, occupation and address of the counterparty(3)

Major issues in dispute(4)

Progress and current status of the dispute(5)

Response and defense to the requester(6)

Listing of reference information, if anyMediation Regulations2

5.2
If an answer set forth in Article 5.1 above is submitted to the Exchange, theExchange shall deliver one original thereof to the requester.
Article 6.

Statement of Rejection of Mediation

6.1
If a Trading Member named as the counterparty of a mediation request by its
customer intends to reject mediation by the Exchange, the Trading Member shall submit astatement of rejection of mediation stating the reason for rejection and the matters listed inArticle 5.1 hereof in two originals to the Exchange.
6.2
If a statement of rejection of mediation set forth in Article 6.1 above is submitted
to the Exchange, the Exchange shall deliver one original thereof to the requester.
Article 7.

Interview

7.1
The Exchange may require that a disputing party attend interview to be conductedon the date to be specified by the Exchange.
7.2
If the party to a dispute requests to change the date of interview specified by theExchange, the party shall make such request at least two (2) business days prior to the dateoriginally specified.
7.3
The party to a dispute who has been requested to attend interview to be conductedby the Exchange shall attend such interview in person; provided, however, that theattendance by the party’s agent may be allowed with the Exchange’s approval.
Article 8.

Duty to Submit Information

In the case of mediation of a dispute, the Exchange may investigate a disputing
Trading Member under Article 45 of the Trading Member Regulations and, in addition, theExchange may require that a disputing Trading Member report on, or submit documents
about, the matters necessary for mediation.
Article 9.

Discontinuation of Mediation

If the Exchange determines that any of the events listed below has occurred
pertaining to a dispute under mediation, the Exchange may discontinue the mediation.

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(1)
(2)
(3)
Article 10.

It turns out that there is a deception in the contents of the mediation
request.
Withdrawal pursuant to Article 10.2 hereof has not been made.
There is no likelihood that the disputing parties will reach agreement.
Withdrawal of Mediation Request

10.1
If a requester of mediation intends to withdraw its mediation request, suchwithdrawal shall be made by means of a written statement describing the reason therefor.
10.2
If a requester of mediation intends to bring the dispute in question before thecourt, the requester shall withdraw the mediation request before stepping into such courtaction.
Article 11.

Compromise Proposal

When the Exchange deems it necessary, the Exchange may prepare a compromise
proposal in writing and present it to the disputing parties and recommend them to accept it.
Article 12.

Preparation of Compromise Agreement

12.1
If the disputing parties reach agreement or accept a compromise proposal as aresult of mediation by the Exchange, a compromise agreement shall be entered into in theform prescribed by the Exchange and each party shall retain one original thereof.
12.2
The requester of mediation shall submit one copy of the compromise agreement tothe Exchange.

SUPPLEMENTARY PROVISIONS
The amended Mediation Regulations shall take effect as from April 1, 2004.

Mediation Regulations
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