1. General terms and conditions

These Terms and Conditions represent a binding contract between you and BrightWire Inc, and are in addition to any other agreements between you and BrightWire Inc, its subsidiaries and affiliates, and their officers, directors, employees, and agents ("BrightWire"), including any other agreements that govern your use of products, services, tools, and the Content. If you do not agree with any of these Terms and Conditions, please do not complete the registration process and discontinue using the Content. The terms "you" or "User" refer to the person who completed the registration process.

All use of the BrightWire web site and web pages located at www.BrightWire.com and selected other domains ("the Site"), as well as BrightWire newsletters, news reports and derivative news and information products and services offered by BrightWire (together with the Site, the "Content"), is subject to the terms and conditions set forth herein. By accessing and using the Content, you acknowledge, accept, and agree to all the terms and conditions set forth below, including the Privacy Policy incorporated by reference in Paragraph 8, as the same may be modified from time to time (the "Terms and Conditions").

BrightWire reserves the right to change these Terms and Conditions. You also acknowledge and agree that BrightWire may modify these Terms and Conditions at any time; that all modifications to these Terms and Conditions will be effective immediately upon posting of the modifications upon the Site; and that you will review these Terms and Conditions each time you access the Content. Use of the Content following the posting of any changes to these Terms and Conditions constitutes acceptance of those changes by the User.

This Content is provided "as is," without express or implied warranties of any kind. The Content is based on sources BrightWire believes to be reliable but is not guaranteed by BrightWire and does not purport to be a complete or error-free statement or summary of the available data. As such, BrightWire does not warrant, endorse or guarantee the completeness, accuracy, integrity, or timeliness of the Content. BrightWire shall have no liability for errors in this Content or for lost profits, losses, or direct, indirect, incidental, consequential, special, or punitive damages in connection with the furnishing, performance, or use of such information. You must evaluate, and bear all risks associated with, the use of any Content provided hereunder, including any reliance on the accuracy, completeness, safety, or usefulness of such information. The Content is not intended to be used as the primary basis of investment decisions. The Content is published solely for information purposes, and is not to be construed as financial or other advice or as an offer to sell or the solicitation of an offer to buy any security in any state where such an offer or solicitation would be illegal.

The Content shall not be construed as, or deemed to provide, general investment advice within the meaning of U.S. or foreign securities laws. You alone are solely responsible for determining whether any investment, security, or strategy, or any other product or service, is appropriate or suitable for you based on your investment objectives and personal and financial situation. None of the information contained in the Content constitutes a solicitation, offer, opinion, or recommendation by BrightWire to buy or sell any securities or other financial instruments or to provide legal, tax, accounting, or investment advice or services regarding the suitability or profitability of any security or investment. BrightWire has not made any recommendations regarding the merit of any company identified in the Content, made any recommendation regarding the purchase or sale of any security, or endorsed or sponsored any company identified in the Content. You are strongly advised to seek advice from a securities professional and to consult an attorney or tax professional regarding your specific legal or tax situation.

2. Use of the Content; User limitations

Upon completion of the registration process, BrightWire grants you a personal, non-exclusive, non-sublicensable, non-transferable license to access and use the Content under the terms described in these Terms and Conditions and otherwise as referenced in the Site. Except as expressly permitted in these Terms and Conditions, any use of the Content is strictly prohibited and such content may not be reproduced, transmitted, or distributed without BrightWire's prior written permission. The User shall honor all reasonable requests by BrightWire to protect BrightWire's proprietary interests in the Content. All right, title, and interest in and to the contents of the Content are owned, licensed, or controlled by BrightWire or the party credited as the provider of the information. BrightWire reserves the right to monitor any and all use of the Content.

In addition, User agrees that it shall NOT (the following 1-9 are "User Limitations"):

SELL, SHARE, OR OTHERWISE TRANSFER ANY OF THE CONTENT TO ANY OTHER PERSON, WHETHER OR NOT THAT PERSON IS AFFILIATED WITH YOU OR YOUR ORGANIZATION, WITHOUT BRIGHTWIRE'S EXPLICIT PRIOR WRITTEN AUTHORIZATION. UNAUTHORIZED DISTRIBUTION WITHIN THE MEANING OF THE IMMEDIATELY PRECEEDING SENTENCE IS "UNAUTHORIZED CONTENT DISTRIBUTION."A PERSON OR ENTITY THAT RECEIVES UNAUTHORIZED ACCESS TO CONTENT DISTRIBUTION IS AN "UNAUTHORIZED USER." YOU AGREE TO REIMBURSE BRIGHTWIRE WITH AN "UNAUTHORIZED DISTRIBUTION PENALTY" FOR ANY UNAUTHORIZED CONTENT DISTRIBUTION THAT RESULTS IN AN UNAUTHORIZED USER OBTAINING ACCESS TO CONTENT THROUGH THE USE OF YOUR BRIGHTWIRE ACCOUNT. THE UNAUTHORIZED DISTRIBUTION PENALTY SHALL BE THE AMOUNT OF FEES THAT BRIGHTWIRE WOULD OTHERWISE HAVE CHARGED THE UNAUTHORIZED USER; use the Content for any purpose that is prohibited by any law or regulation, or to facilitate the violation of any law or regulation; use or attempt to use any "deep-link," "scraper," "robot," "bot," "spider," "data mining," "computer code," "crawler," or any other automated device, program, tool, algorithm, process, or methodology, or manual process having the intent and/or effect similar to the automated processes just listed, to access, acquire, copy, or monitor any portion of the Site without prior express written consent of BrightWire; obtain or attempt to obtain through any means any materials or information in the Content that has not been intentionally made publicly available either by public display in the Content or through accessibility by a visible link in the Content; violate any measure employed by BrightWire to limit or prevent access to the Site or the other Content; violate the security of the Site or attempt to gain unauthorized access to the Content, computer systems, or networks connected to any server associated with the Site, through hacking, password mining, illicit account sharing, or any other means; impersonate any person or entity, or falsely state or otherwise represent an affiliation with a person or entity, either to gain illicit access to the Content, or for any other purpose; interfere with, attempt to interfere with, or otherwise disrupt the proper working of the Site, any activities conducted on or through the Site, or any servers or networks connected to the Site, including accessing any other Content prior to the time that it is intended to be available to the public on the Site; and forge headers or otherwise manipulate identifiers in order to disguise the origin or misrepresent the substance of any Content.

3. Third-Party Websites/Third-Party Disclaimers

The Content may contain hyperlinks to web sites or web pages operated by persons other than BrightWire ("Third-party Websites"). BrightWire provides links to Third-party Websites only as a convenience and the inclusion of any such hyperlink in the Content does not imply BrightWire's endorsement of either such website, the organization operating such website, or any products or services of that organization. A visit to any website or page via any such hyperlink is done entirely at your own risk. You are solely responsible for determining the extent to which you may use any content at any Third-party Websites to which you might hyperlink. BrightWire has no control over the content of Third-party Websites or the services and products available from Third-party Websites. BrightWire is not liable for any direct or indirect damages or losses caused by your use of Third-party Websites. Under no circumstances will BrightWire be held responsible or liable, directly or indirectly, for any loss or damage that is caused or alleged to have been caused in connection with the use of, or reliance on, any content, goods, or services available on any other website. You assume full responsibility when you choose to follow any links on this website that lead to Third-party Websites.

4. No warranties/limitations on liability

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE CONTENT IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

BRIGHTWIRE AND ALL OF ITS THIRD-PARTY LICENSORS DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE AS TO THE CONTENT, INCLUDING THE INFORMATION, DATA, SOFTWARE, OR PRODUCTS CONTAINED THEREIN, OR THE RESULTS OBTAINED BY THEIR USE OR AS TO THE PERFORMANCE THEREOF. BRIGHTWIRE SHALL NOT BE LIABLE TO THE USER OR ANYONE ELSE FOR ANY INACCURACY, DELAY, INTERRUPTION IN SERVICE, ERROR, OR OMISSION, REGARDLESS OF CAUSE, OR FOR ANY DAMAGES RESULTING THEREFROM.

BRIGHTWIRE MAY DISCONTINUE OR MAKE CHANGES IN THE SITE AT ANY TIME WITHOUT PRIOR NOTICE TO YOU AND WITHOUT ANY LIABILITY TO YOU. ANY DATED INFORMATION IS PUBLISHED AS OF ITS DATE ONLY OR, IF NO DATE IS STATED, THE DATE OF FIRST POSTING. BRIGHTWIRE DOES NOT UNDERTAKE ANY OBLIGATION OR RESPONSIBILITY TO UPDATE OR AMEND ANY INFORMATION ON THE CONTENT. FURTHERMORE, NO DISTRIBUTION OR SOLICITATION IS MADE BY BRIGHTWIRE TO ANY PERSON TO USE THE CONTENT IN JURISDICTIONS WHERE THE PROVISION OF THE CONTENT AND SUCH INFORMATION, PRODUCTS OR SERVICES IS PROHIBITED BY LAW. USER AGREES THAT ANY MONETARY CLAIMS OF WHATEVER KIND ASSESSED AGAINST BRIGHTWIRE ARISING OUT OR RELATING TO USE OF THE CONTENT SHALL NOT EXCEED THE TOTAL AMOUNT THE USER PAID TO BRIGHTWIRE FOR USE OF THE CONTENT DURING THE PREVIOUS TWELVE (12) MONTHS. NO ACTION, REGARDLESS OF FORM, ARISING FROM OR PERTAINING TO THE CONTENT MAY BE BROUGHT BY YOU MORE THAN ONE (1) YEAR AFTER SUCH ACTION HAS ACCRUED.

5. Intellectual Property

This Site and other Content is protected by copyrights, trademarks, service marks, international treaties, and/or other proprietary rights and laws of the U.S. and other countries. All individual articles, columns and other elements making up the Content are copyrighted works. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Content. You acknowledge that the Content has been developed, compiled, prepared, revised, selected, and arranged by BrightWire) through the application of methods and standards of judgment developed and applied through the investment of considerable time, effort, and capital and constitutes valuable intellectual property of BrightWire. You agree to protect the proprietary rights of BrightWire and all others having rights in the Content during and after the term of these Terms and Conditions and to comply with all reasonable written requests made by BrightWire to protect its rights in the Content. You agree to notify BrightWire in writing promptly upon becoming aware of any unauthorized access or use of the Content by any individual or entity or of any claim that the Content infringes upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including rights in and to all applications and registrations relating to the Service shall, as between you and BrightWire, at all times be and remain the sole and exclusive property of BrightWire.

6. Indemnification

The User agrees to indemnify BrightWire from all damages, liabilities, costs, charges, and expenses, including reasonable attorneys' fees, which BrightWire may incur as a result of the User's breach of these Terms and Conditions. BrightWire reserves the right to assume the exclusive defense and control of any such matter for which the User has agreed to indemnify BrightWire in which event the User shall have no further obligation to indemnify with respect to that particular matter.

7. Privacy policy

You acknowledge that you have read and agree to the terms of BrightWire's privacy policy, as outlined at Privacy Policy.

8. Term and termination

You agree that BrightWire may immediately terminate your access to any Content. Cause for such termination shall include, but not be limited to: (a) breaches or violations of these Terms and Conditions or other incorporated agreements or guidelines; (b) requests by law enforcement or other government agencies; (c) a request by you; (d) discontinuance or material modification to the Content (or any part thereof); (e) unexpected technical or security issues or problems; and (f) engagement by you in fraudulent or illegal activities. Termination of your access includes: (a) removal of access to all Content; (b) barring of further access to the Content. Further, you agree that all terminations for cause shall be made in BrightWire's sole discretion and that BrightWire shall not be liable to you or any third party for any termination of your account or access to the Content.

If you believe your User name and password have been used to access Content without your authorization, please email us at support@brightwire.com or call BrightWire Customer Service at +1 877 660 6971 without delay.

9. General

These Terms and Conditions constitute the entire agreement between the parties relating to the Content and supersedes any and all other agreements, oral or in writing, with respect to the Content. The failure of BrightWire to insist upon strict compliance with any term of these Terms and Conditions shall not be construed as a waiver with regard to any subsequent failure to comply with such term or provision. User acknowledges and agrees that BrightWire may, without notice to or consent from User, assign, transfer or convey these Terms and Conditions, whether by direct assignment, change of control or other transaction, to any successor in interest, related party or affiliate of BrightWire. These Terms and Conditions are personal to you, and you may not assign your rights or obligations to anyone. In the event any of the terms or provisions of these Terms and Conditions shall be held to be unenforceable, the remaining terms and provisions shall be unimpaired and the unenforceable term or provision shall be replaced by such enforceable term or provision as comes closest to the intention underlying the unenforceable term or provision. These Terms and Conditions, your rights and obligations, and all actions contemplated herein or hereby shall be governed by the laws of the United States of America and the State of New Jersey, as if it were a contract wholly entered into and wholly performed within New Jersey. You agree to submit to the personal jurisdiction of the state and federal courts located in Essex County in the State of New Jersey with respect to any legal proceedings that may arise in connection with the Content or from a dispute as to the interpretation or breach of these Terms and Conditions. In the event any portion of these Terms and Conditions shall be deemed to be unenforceable, then the same shall be enforced to the fullest extent permitted by law so as to effect the intent of these Terms and Conditions, and the balance of these Terms and Conditions shall remain in full force and effect. The parties hereto waive any right to trial by jury.