The following license agreement governs your use of the scanning service, alert service, data service, and other services licensed to you by ScanTheMarket.com. Please read this agreement carefully before using the services. THIS LICENSE AGREEMENT (the "Agreement") is entered by and between ScanTheMarket.com - owned and operated by Modulus Financial Engineering, Inc. (herein referred to as "MFE") and the Receiving Party (you). 1. TERMS AND CONDITIONS BY USING THE SERVICES YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT. Upon your acceptance of the terms and conditions of the License Agreement, you are granted the use of the services in the manner provided below. The scanning language, web site, market data, formula outputs, charting, and other content is the intellectual property of MFE and is protected by copyright law and international copyright treaty. Therefore, you must use this data like any copyrighted material (such as copyrighted music, art, or books). Except as provided in the License Agreement, you may not transfer, rent, lease, lend, modify, translate, sublicense, time-share or electronically transmit or receive the data, updates, charts, media or documentation. 2. USAGE AND REDISTRIBUTION You may NOT sell, sublicense, or distribute in any way, stock market historic data, intraday day, data updates, charts, alerts, or scanner output. You may not separately publish, market, distribute, sell or sublicense, for fee or no fee. The provided content may not be embedded in any form into any software application, data product, web page, or any other product. You understand that unless otherwise noted, all market data, alerts, scans, and charts are delayed by up to 15 minutes as per exchange requirements. 3. ACCOUNT MONITORING AND DATA WATERMARKING MFE reserves the right to monitor subscriber usage patterns, and will investigate excessive usage patterns, which may indicate potential EULA violations or redistribution of account logins. As a result, MFE may limit downloads to a fixed number for any given time period. Historic market data and scanner or alert outputs may contain certain watermark features statistically insignificant to market data accuracy, which allows MFE to track any unauthorized redistribution of data. 4. TRADING DISCLAIMER (Required by SEC and CFTC) No offer or solicitation to buy or sell securities, securities derivative or futures products of any kind, or any type of trading or investment advice, recommendation or strategy, is made, given or in any manner endorsed by Modulus Financial Engineering, Inc. or any of its affiliates. Past performance, whether actual or indicated by historical tests of strategies, is no guarantee of future performance or success. Active trading is generally not appropriate for someone of limited resources, limited investment or trading experience, or low-risk tolerance, or who does not have capital to risk. There is a risk of loss in stock and futures trading. Market data may be delayed or unavailable at times due to system and software errors, Internet traffic, outages and other factors. Trading carries a high level of risk and may not be suitable for all investors. There is a possibility that you may sustain a loss equal to or greater than your entire investment; therefore, you should not invest or risk money that you cannot afford to lose. You should be aware of all risks associated with trading. 5. NON-COMPETE You shall not own, manage, operate, consult or be employed in a business substantially similar to, or competitive with the present business of ScanTheMarket.com 6. TRADE SECRETS You acknowledge and agree that the structure, sequence and organization of our service contain valuable trade secrets of MFE. You agree to hold such trade secrets in confidence. 7. INTELLECTUAL PROPERTY The service including without limitation all design, text, images, white papers, press releases, and other information, is protected under United States and international copyright laws and is owned by MFE or used under license from the copyright owner. The information may not, except under written license from MFE, be copied, reproduced, transmitted, displayed, performed, distributed, rented, sublicensed, altered, stored for subsequent use or otherwise used in whole or in part in any manner without MFE's prior written consent, except to the extent that such use is authorized under the United States copyright laws. MFE trademarks, logos, images, and service marks used in the software and data are the property of MFE and may not be used without permission from MFE and then only with proper acknowledgment. 8. NO REPRESENTATIONS OR WARRANTIES MFE assumes NO responsibility for, and makes NO representations with respect to, the accuracy of the service, historic data, intraday data, or formula outputs. MFE shall NOT be liable for any failure in performance of service or of this Agreement in general if such failure is caused by acts of God, war, governmental decree, power failure, judgement or order, strike, or other circumstances, whether or not similar to the foregoing, beyond the reasonable control of the party so affected. MFE shall not have any liability for any default resulting from force majeure, which shall be deemed to include any circumstances beyond its control. Such circumstances shall include, but are not limited to acts of government, fires, flood, strikes, power failures or communication line or network failures. All data displayed by MFE products are presented "AS IS" and MFE EXPRESSLY DISCLAIMS ANY IMPLIED OR EXPRESS WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RELATING TO SUCH MATERIAL. IN NO EVENT SHALL MFE BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION SPECIAL, INDIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES RESULTING FROM THE USE OF, OR RELIANCE ON, THE INFORMATION PRESENTED, OR LOSS OF PROFITS OR REVENUES. THE SOURCE CODE AND DOCUMENTATION ARE PROVIDED "AS IS". MFE MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE SERVICE, DATA AND DOCUMENTATION PROVIDED ARE FREE OF ERRORS OR THAT THE DATA, FORMULA OUTPUTS AND DOCUMENTATION ARE SUITABLE FOR YOUR INTENDED USE. 9. LIMITATION OF LIABILITY IN NO EVENT SHALL MFE OR ITS SUPPLIERS BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, LOSS OF DATA OR DATA BEING RENDERED INACCURATE, LOSS OF PROFITS OR REVENUE, OR INTERRUPTION OF BUSINESS IN ANY WAY ARISING OUT OF OR RELATED TO THE USE OR INABILITY TO USE THE SERVICE, DATA, AND/OR DOCUMENTATION, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT PRODUCT LIABILITY OR OTHERWISE, EVEN IF ANY REPRESENTATIVE OF MFE OR ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS DISCLAIMER OF LIABILITY FOR DAMAGES WILL NOT BE AFFECTED BY ANY FAILURE OF THE SOLE AND EXCLUSIVE REMEDIES HEREUNDER. 10. DISCLOSURE OF ACCOUNT INFORMATION You authorize MFE to only disclose to third parties information you have provided, or information that MFE has obtained about your ScanTheMarket.com account: (i) to agents and licensors of ScanTheMarket.com, MFE, or its affiliates, such as independent auditors, consultants or attorneys; (ii) to comply with government agency or court orders or requests; (iii) in providing aggregated and non-personalized marketing services for an advertising or merchant partner. Further, you authorize MFE to receive any account information from any Affiliate Merchant including, but not limited to information regarding purchase was made, products ordered, order number, the time and date the purchase occurred, the email address entered for the purchase. You agree to hold the Affiliated Merchant harmless for any information disclosed to MFE. By registering with ScanTheMarket.com you agree to receive communications that are account and membership related (e.g. market scan alerts, account verifications, that new features are available on the ScanTheMarket.com site, etc.) as well as periodic marketing-related emails that highlight coupons & special deals that are available to ScanTheMarket.com members. You can opt-out of receiving emails that are not account-related by following the instructions at the bottom of the emails or you can close your account to stop all communications. 11. GOVERNING LAW The internal laws of the State of Arizona without reference to any choice of law provisions, shall govern any claims relating to MFE. MFE may: (a) revise the terms and conditions of this Agreement; (b) revise its license billing rates and surcharges; and (c) modify the services provided under this Agreement at any time. Any such revisions and modifications shall be binding and effective immediately on posting the revised Agreement on MFE's home page, or on notification to you by e-mail or United States mail. 12. TERM OF AGREEMENT This Agreement shall be binding and effective immediately, and continue until you cease to use the service, and all copies of data or formula outputs are completely destroyed, unless otherwise specifically provided herein. 13. LICENSE TERMINATION If MFE determines that you are in violation of this Agreement, any restriction or termination of your license will be effective immediately, without prior notice. You agree that MFE will have no liability to you for any restriction or termination of your license or refund of monies paid for the license pursuant to such violation. YOU AGREE THAT IF MFE TERMINATES YOUR LICENSE AS A RESULT OF YOUR VIOLATION OF THIS AGREEMENT, YOU FORFEIT ANY RIGHT TO A REFUND OF ANY LICENSE CHARGES, SUCH FORFEITURE BEING AGREED TO BY YOU AND MFE AS LIQUIDATED DAMAGES AND NOT AS A PENALTY. Our proprietary rights, disclaimer of warranties, indemnities, limitations of liability and miscellaneous provisions shall survive any termination of your membership. 14. NOTICE MFE may provide you with notices regarding the ScanTheMarket.com services or these Terms of Service by regular mail, email, or postings to this Web site.