Terms and Conditions Relating to Capitalytics Services

The Capitalytics website www.capitalytics.com (the "Website") is operated by Capitalytics, LLC and its affiliates (collectively, "Capitalytics" or "we" or "our").

By accessing or using this Website (or any part thereof), you agree to be legally bound by these Capitalytics Terms of Use (the "Terms of Use") as we may modify them from time to time. These Terms of Use apply to your use of this Website, including the Capitalytics services offered via the Website, and you accept them by (a) acknowledging agreement with these Terms of Use by clicking on an "I Accept" button or by (b) accessing or using the Website in any way, for any purpose.

These Terms of Use constitute a legal contract between you and Capitalytics, and by accessing or using any part of the Website you represent and warrant that you have the right, power and authority to agree to and be bound by these Terms of Use. If you are using the Website on behalf of your employer, You represent and warrant that you are authorized to accept these Terms of Use on your employer's behalf, and that your employer agrees to indemnify Capitalytics for your or any of its other employees' or agents' violations of these Terms of Use.

If you do not agree to the Terms of Use, or if you do not have the right, power, and authority to agree to and be bound by these Terms of Use, you may not use the Website. Notwithstanding anything to the contrary herein, if you or your employer have entered into a separate written agreement with Capitalytics that covers your use of the Website and/or Capitalytics' services, the terms and conditions of such agreement shall control with respect to such service to the extent they are inconsistent with these Terms of Use.

1. Purpose of Website

The Website is designed to provide information about historical, projected and geographically related metrics pertinent to the banking industry and Capitalytics. The information and services offered on or through this Website are provided solely for general business information, do not constitute legal, tax, accounting, risk management, real estate or other professional advice, and may not be used for personal, family or household purposes or to determine an individual's eligibility for credit, insurance, or employment.

2. Services

Some of the information, data, text, software, photographs, images, graphics, organization, layout, design, and other content contained on or provided through this Website (collectively, the "Content") are proprietary to Capitalytics and its licensors, and are protected by copyright and other U.S. and international intellectual property rights, laws and treaties. The Content includes proprietary databases (the "Database") of financial information, which may include, by way of example and not limitation, text, photographs and other images and data contained therein which may or may not be proprietary (collectively, the "Information") and the proprietary organization and structures for categorizing, sorting and displaying such Information, and the related software ("Software"). The Website, Content, Database, Information, Software and any portion of the foregoing, including any derivatives, successors, updates or modifications provided thereto and any information derived from the use of the Database, the Content or the Information are collectively referred to herein as the "Services".

Those portions of the Services that may be accessed by the general public without an account are referred to as the "General Services". Those portions of the Services that require an Analysts or Press Account are available only to analysts or members of the press to whom we have issued a User ID and Password and are referred to as the "Analyst Services". Those portions of the Services that are accessible only to subscribers who obtain User IDs and Passwords for their authorized users by entering into License Agreement with Capitalytics ("Subscribers") are referred to as the "Subscriber Services." Regardless of whether you are utilizing General Services, Analyst Services or Subscriber Services, you are a "Capitalytics Customer".

A "License Agreement" is a written hand-signed contract between a Subscriber and Capitalytics that authorizes access to one or more of the Subscriber Services and specifies additional terms that are applicable to Subscriber's use of the Subscriber Services.

Only Subscribers and their Authorized Users, as defined in the License Agreement, may access the Subscriber Services, and those Subscribers and Authorized Users may access the Subscriber Services solely by using the User ID's and Passwords assigned to that Subscriber by Capitalytics. No Authorized User may share his or her User ID or Password with any other person or allow another person to have access to his or her User ID or Password.

3. Permitted Uses

You may use the General Services or the Analysts Services, depending on whether you have been granted a User ID and Password, subject to the provisions in these Terms of Use. If you are an Authorized User pursuant to a License Agreement, you may use the General Services, the Analysts Services and the Subscriber Services subject to the provisions in your License Agreement and these Terms of Use. In either case, your use must be in the ordinary course of your business and only for the following purposes:

* Your internal research purposes;

* Providing information regarding particular market trends to your clients and prospective clients;

* Creating periodic general market research reports for in-house use or for clients' or prospective clients' use, provided that such reports are not commercially or generally distributed;

* If you are a member of the press and have an Analyst Account, you may reproduce general market research reports for use in your reporting efforts, provided that such general market research reports are reproduced only with all trademarks and copyright notices that are present when the report is generated by Capitalytics and that you do not alter or modify such general market research reports prior to publishing them.

Subject to the provisions in your License Agreement and these Terms of Use, you may print Information or copy Information into word processing, spreadsheet and presentation programs (or other software programs with the express written consent of Capitalytics), so long as the level of Information being printed or copied is reasonably tailored for your purposes, insubstantial and used in compliance with these use and copying provisions, each as determined by Capitalytics.

4. Prohibited Uses

You shall not, except as may be expressly set forth above under "Permitted Uses", (a) distribute, disclose, copy, reproduce, display, publish, transmit, assign, sublicense, transfer, provide access to, use or sell, directly or indirectly (including in electronic form) any portion of the Services, or (b) modify or create derivative works of any portion of the Services.

Notwithstanding anything to the contrary herein, you shall not:

* Access any portion of the Subscriber Services unless you are an Authorized User of a Subscriber pursuant to a License Agreement and are using a User ID and Password for such services that has been assigned to you by Capitalytics;

* Access or use any portion of the Services if you are a direct or indirect competitor of Capitalytics, nor shall you provide, disclose or transmit any portion of the Services to any direct or indirect competitor of Capitalytics (by way of example, a "direct or indirect competitor" of Capitalytics includes, but is not limited to, a company that is providing software advisory services to the banking industry);

* Use or distribute any Information from the Services, to directly or indirectly create or contribute to the development of any database or product;

* Modify, merge, decompile, disassemble, translate, decode or reverse engineer any portion of the Services, or use any data mining, gathering or extraction tool, or any robot, spider or other automatic device or manual process, to monitor or copy any portion of the Services;

* Use, reproduce, publish or compile any portion of the Services for the purpose of selling or licensing any portion of the Services or making any portion of the Services publicly available;

* Store, copy or export any portion of the Services into any database or other software, except as expressly set forth in the Permitted Uses above;

* Upload, post or otherwise publish any portion of the Services on, or provide access to any portion of the Services through, the Internet, any bulletin board system, any other electronic network, any data library, any listing service or any other data sharing arrangement, except that you may e-mail a report containing Information that complies with the Permitted Use provisions set forth above to a limited number of your clients and prospective clients;

* Upload, post, e-mail or otherwise transmit any information, data, text, software, photographs, images, graphics, or other content to or through the Services, or use any portion of this Services in a manner, that: (a) is unlawful, threatening, abusive, harmful, libelous, tortious, defamatory, false, misleading, obscene, vulgar, racially or ethnically offensive or otherwise objectionable; (b) infringes any patent, copyright, trademark, trade secret, or other proprietary right of any party or violates the privacy or publicity rights of any party; (c) constitutes unlawful advertising or fraudulent, unfair or deceptive practices, "spam," or any other form of unlawful solicitation; (d) contains software viruses or any other computer code, files or programs that are designed to or have the capability to interrupt, modify, damage, improperly access, disable, destroy or limit the functionality of the Services or servers or networks connected thereto or the activities of other users of the Services or of any computer software or hardware or telecommunications equipment; or (e) you do not have a right to transmit under any law, contractual obligation (i.e., nondisclosure agreement) or fiduciary duty;

* Impersonate any person or entity, or falsely state or otherwise misrepresent any user information, or otherwise disguise the origin of any information, data, text, software, photographs, images, graphics, or other content posted on or transmitted through the Services; and

* Use any portion of the Services to encourage or engage in illegal activity, stalk or harass another person, or violate these Terms of Use or any applicable local, state, national or international law, rule, regulation or ordinance, including without limitation, state and local real estate practice, spam or privacy laws.

5. Accuracy, Completeness and Timeliness of Information in the Services

The Services are provided for general information only and should not be relied upon or used as the basis for making significant decisions without consulting primary or more accurate, more complete or more timely sources of information. Any reliance upon the Services shall be at your own risk. Neither Capitalytics, its officers, directors, members or employees nor any third party involved in creating, producing or delivering the Services, is responsible if the Services or the reports produced therefrom are not accurate, complete or current. Neither we, nor any third party involved in creating, producing or delivering the Services or the reports produced therefrom, has any responsibility for any consequence relating directly or indirectly to any action or inaction that you take based on the Services. Without limiting the foregoing, neither Capitalytics, its officers, directors, members or employees nor any third party involved in creating, producing or delivering the Services or the reports produced therefrom, has any responsibility for inaccuracy in the Services or the reports resulting from an error in the underlying, publicly available data or the data supplied by a user.

6. No Warranties

ALTHOUGH CAPITALYTICS MAKES EFFORTS TO ENSURE THAT ALL ASPECTS OF THE SERVICES ARE ACCURATE, THE WEBSITE, THE SERVICES, AND ALL PARTS THEREOF ARE PROVIDED "AS IS", "WITH ALL FAULTS", AND "AS AVAILABLE". CAPITALYTICS AND ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES AND THIRD PARTY SUPPLIERS (COLLECTIVELY, THE "CAPITALYTICS PARTIES") DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES OR GUARANTEES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION (1) AS TO TITLE, MERCHANTABILITY, FITNESS FOR ORDINARY OR PARTICULAR PURPOSE, NON-INFRINGEMENT, AND SYSTEM INTEGRATION, (2) THE QUALITY, ACCURACY, TIMELINESS OR COMPLETENESS OF THE WEBSITE OR THE SERVICES, (3) THOSE ARISING THROUGH COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE; (4) THE SERVICES CONFORMING TO ANY FUNCTION, DEMONSTRATION OR PROMISE BY ANY CAPITALYTICS PARTY, AND (5) THAT ACCESS TO OR USE OF THE WEBSITE OR THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR COMPLETELY SECURE. ANY RELIANCE UPON THE WEBSITE OR THE SERVICES IS AT YOUR OWN RISK AND THE CAPITALYTICS PARTIES MAKE NO WARRANTIES.

CAPITALYTICS RESERVES THE RIGHT TO RESTRICT OR TERMINATE YOUR ACCESS TO THE WEBSITE OR THE SERVICES OR ANY FEATURE OR PART THEREOF AT ANY TIME. IF YOU DOWNLOAD ANY CONTENT FROM THE WEBSITE OR THE SERVICES, YOU DO SO AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH CONTENT.

7. Limitation of Liability

YOU ACKNOWLEDGE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE CAPITALYTICS PARTIES WILL NOT BE LIABLE FOR ANY LOSS, COST OR DAMAGE SUFFERED OR INCURRED BY ANY USER OR ANY THIRD PARTY ARISING OUT OF OR RELATED TO ANY FAULTS, INTERRUPTIONS OR DELAYS IN THE WEBSITE OR THE SERVICES, OUT OF ANY INACCURACIES, ERRORS OR OMISSIONS IN THE INFORMATION OR CONTENT CONTAINED IN THE SERVICES OR ON THE WEBSITE, REGARDLESS OF HOW SUCH FAULTS, INTERRUPTIONS, DELAYS, INACCURACIES, ERRORS OR OMISSIONS ARISE, OR OUT OF ANY UNAUTHORIZED USE OF THE WEBSITE OR THE SERVICES. IN ADDITION, IF YOU HAVE NOT PAID ANY FEES TO CAPITALYTICS TO ACCESS THE WEBSITE OR THE SERVICES, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, NONE OF THE CAPITALYTICS PARTIES SHALL BE LIABLE FOR ANY DIRECT DAMAGES ARISING FROM, RELATING TO OR RESULTING FROM THE WEBSITE OR THE SERVICES, THESE TERMS OF USE, OR YOUR USE OR INABILITY TO USE ANY OF THE FOREGOING. THESE LIMITATIONS OF LIABILITY INCLUDE DAMAGES FOR ERRORS, OMISSIONS, INTERRUPTIONS, DEFECTS, DELAYS, COMPUTER VIRUSES, YOUR LOSS OF PROFITS, LOSS OF DATA, UNAUTHORIZED ACCESS TO AND ALTERATION OF YOUR TRANSMISSIONS AND DATA, AND OTHER TANGIBLE AND INTANGIBLE LOSSES.

NOTWITHSTANDING ANY PROVISION CONTAINED HEREIN TO THE CONTRARY, IN NO EVENT WILL THE MAXIMUM AGGREGATE, CUMULATIVE LIABILITY OF THE CAPITALYTICS PARTIES FOR DAMAGES, DIRECT, INDIRECT, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE OR THE SERVICES, THESE TERMS OF USE, OR A SEPARATE LICENSE AGREEMENT, EXCEED THE TOTAL AMOUNT OF LICENSE FEES ACTUALLY PAID TO CAPITALYTICS FOR THE SERVICES WHETHER PURSUANT TO THESE TERMS OF USE OR THE RELEVANT LICENSE AGREEMENT BETWEEN THE USER AND CAPITALYTICS DURING THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE SUCH CLAIM AROSE, REGARDLESS OF THE CAUSE OR FORM OF ACTION. RECOVERY OF THIS AMOUNT SHALL BE THE SOLE AND EXCLUSIVE REMEDY FOR THE CAPITALYTICS CLIENT OR ANY OTHER PARTY FOR ANY APPLICABLE DAMAGES.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL ANY OF THE CAPITALYTICS PARTIES BE HELD LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR ANY OTHER DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, ARISING OUT OF, BASED ON, OR RESULTING FROM, OR IN CONNECTION WITH THE WEBSITE OR THE SERVICES, THESE TERMS OF USE, OR YOUR USE OR INABILITY TO USE ANY OF THE FOREGOING, EVEN IF CAPITALYTICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING EXCLUSION OF DAMAGES IS INDEPENDENT OF THE EXCLUSIVE REMEDY DESCRIBED ABOVE AND SURVIVES IN THE EVENT SUCH REMEDY FAILS.

NONE OF THE CAPITALYTICS PARTIES SHALL HAVE ANY LIABILITY FOR ANY DAMAGES RESULTING FROM ANY FAILURE TO PERFORM ANY OBLIGATION HEREUNDER OR FROM ANY DELAY IN THE PERFORMANCE THEREOF DUE TO CAUSES BEYOND CAPITALYTICS' CONTROL, INCLUDING, WITHOUT LIMITATION, ACTS OF GOD, GOVERNMENT, TERRORISM, PUBLIC ENEMY, OR WAR, INDUSTRIAL DISPUTES, FIRE, OTHER CASUALTY, FAILURE OF ANY LINK OR CONNECTION WHETHER BY COMPUTER OR OTHERWISE, OR FAILURE OF TECHNOLOGY OR TELECOMMUNICATIONS OR OTHER METHOD OR MEDIUM OF STORING OR TRANSMITTING THE SERVICES.

IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."

ALL OF THESE LIMITATIONS APPLY REGARDLESS OF THE CAUSE OR FORM OF ACTION, WHETHER THE DAMAGES ARE CLAIMED UNDER THE TERMS OF A CONTRACT, TORT OR OTHERWISE, AND EVEN IF CAPITALYTICS OR OUR REPRESENTATIVES OR ANY OF THE CAPITALYTICS PARTIES HAVE BEEN NEGLIGENT OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8. Fees

You are responsible for the timely payment of any fees incurred by your use of the Services available on the Website or via links to other websites, and all taxes applicable to your use of the Services.

WE RESERVE THE RIGHT, AT ANY TIME AND FROM TIME TO TIME, TO PROSPECTIVELY CHANGE THE NATURE AND AMOUNT OF FEES CHARGED FOR ACCESS TO THE SERVICES OR ANY OF THE COMPONENTS OF THE SERVICES AVAILABLE ON THE WEBSITE, AND THE MANNER IN WHICH SUCH FEES ARE ASSESSED.

If you are accessing the Subscriber Services, you are responsible for payment of all fees according to the terms set forth in your License Agreement.

9. Termination

If you are a Subscriber, your License Agreement sets forth an initial term that expires on a specified date and that may automatically renew for a specified term. Following termination or non-renewal of your License Agreement, you shall cease using any portion of the Subscriber Services and your use of the General Services and/or the Analysts Services shall be governed by these Terms of Use. In addition, you shall permanently delete or destroy all portions of the Subscriber Services within your possession, custody or control and, upon written request from Capitalytics, certify, in writing, your compliance with this provision.

You acknowledge and agree that Capitalytics may interrupt or terminate or block your access to the Services or portions thereof at any time. In the event your access to the Services is blocked or terminated and Capitalytics notifies you that such blockage or termination is permanent, you shall cease using any portion of the Services, permanently delete or destroy all portions of the Services within your possession, custody or control, and, upon written request from Capitalytics, certify, in writing, your compliance with this provision.

10. Your Information and Content You Submit

The Services may include opportunities for users to submit information, data, text, photographs, images, graphics, and other content to Capitalytics, for it to be publicly displayed in conjunction with the Services, used by Capitalytics in connection with researching the financial metrics, or for some other purpose ("Submitted Content"). Capitalytics acknowledges that if you provide Capitalytics with any information or images, you retain any applicable ownership rights that you may have with respect to such information and images. However, you understand that all such Submitted Content, whether publicly posted or privately transmitted, is the sole responsibility of the person from which such content originated. This means that you, and not Capitalytics, are entirely responsible for all such content that you upload, post, e-mail or otherwise transmit to or via the Services. Capitalytics is under no obligation to post or use any such Submitted Content you may provide and Capitalytics may remove any such content at any time in Capitalytics' sole discretion.

With respect to all Submitted Content you elect to upload, post, e-mail or otherwise transmit to or via the Services, you grant Capitalytics and its affiliates and their licensees a royalty-free, perpetual, irrevocable, non-exclusive and fully sub-licensable right and license to use, reproduce, adapt, perform, display, publish, translate, prepare derivative works from, modify, distribute, sell, and take any other action with respect to such content (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed. You further acknowledge and agree that Capitalytics may preserve any such content and may also disclose such content in its discretion.

You represent and warrant that (a) you own or have the full right, power and authority to grant to Capitalytics use of and rights in and to all Submitted Content that you upload, post, e-mail or otherwise transmit to or via the Services; (b) your license of such content to Capitalytics hereunder does not, and the use or license of such content by Capitalytics to third parties will not, infringe any right or interest owned or possessed by any third party; and (c) there are no claims, judgments or settlements to be paid by you, or pending claims or litigation, relating to such content.

If you create any settings, surveys, fields or functions in the Services or input, add or export any data into or from the Services (collectively, the "User Data"), none of the Capitalytics Parties shall have any liability or responsibility for any such User Data, including the loss, destruction or use by third parties of such User Data. It is your responsibility to make back-up copies of such User Data.

11. Your Liability and Obligations

11.1 Your Liability

If you cause a technical disruption of the Services, you agree to be responsible for any and all liabilities, costs and expenses (including reasonable attorneys' fees and costs of enforcement) arising from or related to that disruption. Upon your breach of any term of these Terms of Use or a separate License Agreement, Capitalytics' remedies shall include any damages and relief available at law or in equity as well as interruption and/or termination of your access to the Services or any portion thereof and permanent deletion or destruction of all portions of the Services within your possession, custody or control. If Capitalytics retains any third party to obtain any remedy to which it is entitled under these Terms of Use or a separate License Agreement, Capitalytics shall be entitled to recover all costs, including attorneys' fees or collection agency commissions, incurred by Capitalytics.

11.2 Indemnity

You agree to indemnify, defend, and hold harmless the Capitalytics Parties from and against any third party action, suit, claim or demand and any associated losses, expenses, damages, costs and other liabilities (including reasonable attorneys' fees), arising out of or relating to your Submitted Content, use or misuse of any portion of the Services, or your violation of these Terms of Use or a separate License Agreement. You shall cooperate as fully as reasonably required in the defense of any such claim or demand. Capitalytics and any third party involved in creating, producing, or delivering the Services reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, at your expense, and you shall not in any event settle any such matter without the written consent of Capitalytics and any such third party.

12. Intellectual Property

12.1 Ownership

You acknowledge that Capitalytics and its licensors have and shall retain exclusive ownership of all proprietary rights in or to the Services, including all U.S. and international intellectual property and other rights such as patents, trademarks, copyrights and trade secrets. These Terms of Use constitute a right to use agreement and not an agreement for sale. You shall have no right or interest in any portion of the Services except the right to use the Services as set forth in these Terms of Use and, if you are a Subscriber, your License Agreement. You acknowledge that the Software, Database, Content, Information, General Services, Analysts Services, and Subscriber Services constitute the valuable property and confidential copyrighted information of Capitalytics and its licensors (collectively, the "Proprietary Information"). You agree to (a) comply with all copyright, trademark, trade secret, patent, contract and other laws necessary to protect all rights in the Proprietary Information, (b) not challenge Capitalytics' and its licensor's ownership of (or the validity or enforceability of their rights in and to) the Proprietary Information, and (c) not remove, conceal, obliterate or circumvent any copyright or other notice or license, use or copying technological measure included in the Services. You shall be liable for any violation of the provisions of these Terms of Use and, if applicable, the License Agreement, by your employees, independent contractors, affiliates and agents and for any unauthorized use of the Services by such persons.

12.2 Trademarks

The Services employ various trademarks and service marks of Capitalytics and of other third parties. All of these trademarks and service marks are the property of their respective owners. You agree not to use or display any such trademarks or service marks in any manner without the prior written permission of the applicable trademark owner. Without limiting the foregoing limitation, you agree to include all markings that exist on the Services, including any reports generated by the Services, in exactly the same form as they appear when generated by the Services, when you reproduce and/or circulate those materials. You further agree not to use or adopt any confusingly similar marks for services similar to the Services.

12.3 Copyright

Capitalytics and its affiliates respect the intellectual property of others, and we ask those posting or transmitting any content to or through this Website to respect copyright law. It is the policy of Capitalytics to restrict and/or terminate in appropriate circumstances the ability to submit content and/or use these Services by individuals or entities that repeatedly submit infringing content in violation of these Terms of Use. If you believe that your work has been copied and is available on this Website in a way that constitutes copyright infringement, you may notify Capitalytics according to the notice requirements of the Digital Millennium Copyright Act. Pursuant to 17 U.S.C. Section 512, Capitalytics' DMCA registered agent can be reached as follows: by mail to:


and by e-mail to copyright@capitalytics.com.

13. Confidentiality

Subscribers have the ability to store reports created by the Services on their local computer or network, but all such reports remain subject to the copyright interest of Capitalytics and are intended to be confidential and private.

In addition to any other right provided for herein, Capitalytics reserves the right to compile statistical information regarding use of various features of this Website and the Services. Capitalytics also reserves the right for Capitalytics and its contractors to access any portion of its Services to perform customer support, product or system development, routine security inspections, to protect against unauthorized use of our products or services, to respond to legal process, or if otherwise required to do so by law.

14. Privacy Policy

When you use the Services, Capitalytics collects both personally and non-personally identifying information about you and your use of the Services. Such information includes (a) what you intentionally submit to us while using the Services, including, for example, by filling out forms with your contact information or by logging in with your UserID and Password, and (b) information that may be collected automatically while you use the Services, including, for example, your IP address, your IP host, session duration, and "click stream" data that tracks user activity in the Services.

We generally use or disclose the information we collect through the Services to conduct research on and to improve the Services, to perform customer service and support, to fulfill your requests for Services, and to provide you with information regarding our Services, including Service-related announcements.

In some but not all circumstances, at the time you submit personally identifiable information, we may provide you with the opportunity to "opt out" of some uses or disclosures of personally identifiable information. In addition, regardless of whether you exercise an opportunity to opt out, Capitalytics reserves the right to use or disclose the information we collect whenever we have reason to believe that use or disclosure may be necessary to identify possible violations of these Terms of Use or a separate License Agreement, to identify, contact or bring legal action against persons or entities who may be violating your rights, our rights or the rights of others, or if we believe that we are required to do so to respond to legal process or otherwise to comply with law. We also reserve the right to use and disclose the information we collect to protect the security of our Services and to protect ourselves from liability or in connection with a merger, acquisition or liquidation.

Capitalytics takes steps to protect the security of the personally identifiable information we collect, including, for example, physical, electronic, and procedural safeguards.

Although the General Services can technically be viewed by children without a User ID or Password, we do not knowingly request personally identifiable information from children nor do any of the Services publish content that is targeted to children. No information should be submitted to, or posted on, nor should Services be requested by, visitors to the Website who are under 18 years of age. If we become aware that we have collected personally identifiable information about an individual who is 13 years of age or younger, we will delete such information from our system as soon as practicable.

If you have a further question regarding our privacy practices, please notify us by e-mail at privacy@capitalytics.com.

15. Links and Framing

You may provide a hyperlink to the home page of this Website, which is accessible either from https://www.capitalytics.com/ or http://www.capitalytics.com/ on your internal system, provided that you must remove any such link upon request from Capitalytics. Except as set forth in the preceding sentence, or as otherwise authorized by Capitalytics in writing, links to and the framing of these Services or any of their Content is prohibited.

The Services may include links to other websites which are operated by third parties. Such websites are not under Capitalytics' control and Capitalytics is not associated or affiliated with such websites and should not be viewed as endorsing or sponsoring any such website or any services that may be offered through such websites. Capitalytics does not review and is not responsible for (i) the content of any linked website or any link contained in a linked website, (ii) any changes or updates to the information contained in such linked websites, (iii) the privacy policy of such linked websites, or (iv) the security of such linked websites. Capitalytics expressly disclaims responsibility for the content and services available in such linked websites. It is your responsibility to review any such terms and conditions in connection with your use of any such linked websites. Any issues or disputes that may arise with respect to any such websites shall solely be between you and the applicable third party.

16. Cookies

Some areas of this Website and some portions of the Services use and require that your computer accept "cookies." Cookies are small text files that are stored on your computer to keep track of settings or data for a particular web site. Cookies make it possible and easier for you to access and use certain areas of the Services. If you have disabled cookies from within your browser, or if you are running third-party software that intercepts or deletes cookies, you may not be able to access or correctly view certain areas of the Services.

17. Export Restrictions

This Website is controlled and operated by Capitalytics from its offices within the United States. Capitalytics makes no representation that any portion of the Services or other material accessed through this Website are appropriate or available for use in other locations, and access to them from other countries where their contents are illegal is prohibited. Those who choose to access the Services or the Website from other locations despite this prohibition do so on their own volition and are responsible for compliance with applicable local laws. You may not export or re-export any portion of the Services except in full compliance with all United States laws and regulations, these Terms of Use, and, if applicable, the associated License Agreement. In particular, no portion of the Services may be exported or re-exported into (or to a national or resident of) any country to which the United States embargoes goods, or to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders.

18. Miscellaneous

18.1. Jurisdiction. These Terms of Use and your use of the Services shall be governed by the laws of the State of Alabama, United States, without regard to its conflicts of laws principles. The federal and state courts located in Jefferson County in the State of Alabama shall be the exclusive jurisdiction for any action arising out of or resulting from or in connection with these Terms of Use or use of the Services. You irrevocably consent to the jurisdiction of the federal and state courts located in the State of Alabama.

18.2. Use Outside of Jurisdiction. If any material in the Services, or your use of the Services, is contrary to the laws of the place where you are when you access it, or if Capitalytics is not licensed as required by applicable laws or regulations in such locale, the Services is not intended for you, and you should not to use the Services. You are responsible for informing yourself of, and complying with, the laws of your jurisdiction.

18.3. Modifications to Services; Changes to these Terms. Capitalytics is continuously updating and changing the Services, and reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. You agree that Capitalytics shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Services (or any part thereof). Additionally, we reserve the right, in our complete and sole discretion, to change these Terms of Use at any time by posting revised terms on the Services. While we will attempt to post notices when these Terms of Use are updated, it is your responsibility to check periodically for any changes we may make to the Services and these Terms of Use. Your continued use of the Services following the posting of changes to these terms or other policies means you accept the changes.

18.4. Injunctive Relief. You agree that any material breach of Sections 3.0, 4.0, 10.0, 12.0, and 13.0, of these Terms of Use will result in irreparable harm to Capitalytics for which damages would be an inadequate remedy, and therefore, in addition to its rights and remedies otherwise available at law, Capitalytics will be entitled to equitable relief, including both a preliminary and permanent injunction. If such a breach occurs, you waive any requirement for the posting of a bond or other security if Capitalytics seeks such an injunction.

18.5. Survival. Rights and obligations under these Terms of Use which by their nature should survive will remain in full force and effect after termination or expiration of the Terms of Use.

18.6. Waiver. Any express waiver or failure to exercise promptly any right under the Terms of Use will not create a continuing waiver of any expectation of nonenforcement.

18.7. Invalidity/Survival. If any provision of the Terms of Use is held invalid by any court of competent jurisdiction, the parties agree that such provision will be replaced with a new provision that accomplishes the original business purpose as nearly as possible, and the other provisions of the Terms of Use will remain in full force and effect.

18.8. Binding/Successors and Assigns. Your obligations hereunder are binding on your successors, legal representatives and assigns. You may not assign or transfer (by operation of law or otherwise) these Terms of Use or any portion hereunder, in whole or in part, without the prior written consent of Capitalytics.

18.9. Notices. All notices to Capitalytics pertaining to these Terms of Use will be in writing, mailed by registered or certified mail, return receipt requested, or delivered by a well-recognized overnight U.S. or international carrier, delivered to:

.

18.10. Entire Agreement. These Terms of Use contain the entire agreement and understanding between you and Capitalytics relating to the Website and the Services, and cancel and superseded any prior versions of the Terms of Use; provided, that these Terms of Use do not supersede any written License Agreement between the parties.

Our Information Technology policies are outlined here.

Our service providers are listed here. This list of providers are updated from time-to-time, and in no way reflect a formal or "agreed-to" endorsement of their services; please contact us for the most up-to-date list of providers that we can furnish.

Information pertaining to delivering data to Capitalytics can be found here.

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