User Agreement

Updated: July 2019

This is the User Agreement for the below-defined Service made available to you by LeadBridge Partners LLC, a Massachusetts Limited Liability Corporation, doing business as PipelineIQ (PIPELINEIQ).

YOUR USE OF THIS PRODUCT/SERVICE AND ANY OF ITS CONTENTS MADE AVAILABLE TO YOU HERENUNDER, INCLUDING BUT NOT LIMITED TO, ANY TEXT, DATA, INFORMATION, MATERIALS, SOFTWARE, AND GRAPHICS CONTAINED OR PROVIDED THROUGH IT IN ANY FORM OR MEDIA AND ALL SERVICES THAT MAY BE PROVIDED IN CONJUNCTION WITH IT (ALL SUCH INFORMATION, MATERIALS AND SERVICES, COLLECTIVELY, THE "SERVICE") IS SUBJECT TO THE TERMS AND CONDITIONS OF THIS USER AGREEMENT ("AGREEMENT"). BY SUBSCRIBING TO THE SERVICE, USING THE SERVICE IN ANY WAY, OR ACCEPTING ANY RELATED SERVICES FROM PIPELINEIQ, YOU AGREE THAT YOU: (1) HAVE READ AND UNDERSTAND THIS AGREEMENT, AND (2) ARE BOUND BY ALL OF ITS TERMS AND CONDITIONS.

PIPELINEIQ may change the terms and conditions of this Agreement at any time. By using the Service after any such changes take place, you signify your acceptance of the change(s) and your agreement to be bound by them.

Use of this Service

Subject to the terms of this Agreement, PIPELINEIQ grants you a revocable, non-transferable, non-exclusive limited license to use those portions of the Service, to which you are granted access but only for your own personal, noncommercial use and not for any use on behalf of any third party. For absence of doubt, you may not use the Service to service, or otherwise perform work on behalf of, any research or information services company, or related person(s) or their clients.

Subject to the terms of this Agreement, you may download or print hard copies of pages or reports from the Service or portions thereof but only in connection with your own personal, noncommercial use and not on behalf of any third party. Any such downloads/hard copies must contain the following notice:

"Copyright (c) 2018 PIPELINEIQ. All rights reserved."

Except as expressly set forth in this Agreement, you may not modify, copy, distribute, disclose, retransmit, sell, publish, broadcast, or circulate the Service, or any portion of it (including, but not limited to, any download or printed copies made from it) without PIPELINEIQ's prior written consent.

PIPELINEIQ has the right, at any time without notice, to: (i) revoke or limit your license to use the Service (or any portion of it); and (ii) change or discontinue providing the Service (or any portion thereof). PIPELINEIQ has no obligation to update the Service or to correct any errors or omissions that might be contained in it.

Ownership and Copyright

You acknowledge and agree that the Service (including, without limitation, all information contained in or associated with it) is owned by PIPELINEIQ and/or its third party content providers ("Content Providers") and is protected by international copyright and other intellectual property laws. You further acknowledge and agree that the Service contains certain proprietary data and information of PIPELINEIQ and its Content Providers, that you will not use these data or information for any unlawful or unauthorized purpose, and that you will use reasonable efforts to protect them from illicit distribution or use. Each Content Provider is a third party beneficiary of this Agreement to the extent necessary to enable it to enforce its proprietary rights in the data and the applicable use restrictions contained in this Agreement.

Trademarks

PIPELINEIQ and LEADBRIDGE are registered marks of LEADBRIDGE PARTNERS LLC. Any PIPELINEIQ marks (both word and design), appearing in the Service, are the property of PIPELINEIQ. You will not use or allow any third party to use any of PIPELINEIQ's marks, including but not limited to the foregoing, without PIPELINEIQ's prior express written consent. All marks not owned by PIPELINEIQ are the property of their respective owners.

Disclaimer of Warranties

THIS SERVICE IS PROVIDED "AS IS" WITH ALL FAULTS. PIPELINEIQ AND ITS CONTENT PROVIDERS DISCLAIM ALL WARRANTIES OF ANY KIND REGARDING THE SERVICE, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OWNERSHIP, NONINFRINGEMENT, ACCURACY OF INFORMATIONAL CONTENT, AND ABSENCE OF VIRUSES AND DAMAGING OR DISABLING CODE.

NEITHER PIPELINEIQ NOR ITS CONTENT PROVIDERS WARRANT THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THE SERVICE. NEITHER PIPELINEIQ NOR ITS CONTENT PROVIDERS SHALL BE RESPONSIBLE FOR BUSINESS DECISIONS, DAMAGES, OR OTHER LOSSES RESULTING FROM USE OF THE SERVICE.

Limitation of Liability

NEITHER PIPELINEIQ NOR ITS CONTENT PROVIDERS NOR ANY PERSON THROUGH WHOM PIPELINEIQ MAKES THE SERVICE AVAILABLE SHALL BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT, THE SERVICE, OR THE USE OF, OR RELIANCE ON, THE SERVICE, WHETHER IN CONTRACT OR TORT OR OTHERWISE, EXCEPT TO THE EXTENT SUCH DAMAGES ARISE DIRECTLY FROM A WILLFUL BREACH BY PIPELINEIQ (OR THAT PERSON) OF ANY OF ITS EXPRESS OBLIGATIONS UNDER THIS AGREEMENT OR EXCEPT TO THE EXTENT OTHERWISE EXPLICITLY MANDATED BY APPLICABLE LAW.

EXCEPT TO THE EXTENT OTHERWISE EXPLICITLY PROHIBITED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF PIPELINEIQ AND ITS CONTENT PROVIDERS ARISING FROM OR RELATING TO THIS AGREEMENT, THE SERVICE, AND THE USE OF, OR RELIANCE ON, THE SERVICE, WHETHER IN CONTRACT, TORT OR OTHERWISE, SHALL BE LIMITED TO ACTUAL DIRECT DAMAGES THAT CAN BE FINALLY PROVED IN A COURT OF COMPETENT JURISDICTION IN AN AMOUNT NOT TO EXCEED $100.

EXCEPT TO THE EXTENT OTHERWISE EXPLICITLY PROHIBITED BY APPLICABLE LAW, NEITHER PIPELINEIQ NOR ITS CONTENT PROVIDERS SHALL BE LIABLE FOR ANY PUNITIVE, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATING TO THE FOREGOING, WHETHER IN CONTRACT OR TORT OR OTHERWISE, EVEN IF PIPELINEIQ OR ITS CONTENT PROVIDER HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Indemnification

You agree to indemnify, defend, and hold harmless PIPELINEIQ, its officers, and its employees from and against any and all claims, liabilities, losses, costs (including, but not limited to, reasonable attorneys' fees), and/or damages of any kind arising from or relating to: (i) your use of the Service; (ii) your breach of this Agreement; and (iii) any messages, information, or materials uploaded, posted, published, or transmitted by you in connection with the Service.

User Password

If you are required to select a password to access or use the Service, you may then modify that password at any time as often as you like. You may not select any password that violates any third party's rights or is offensive, improper, or inappropriate. If PIPELINEIQ determines in its sole discretion that any password you select is inappropriate for any reason, PIPELINEIQ may delete that password and/or limit or terminate your access to the Service.

Your password is for your personal use only, and you agree to keep it secret and not to share it with anyone (except as expressly allowed under this User Agreement).

YOU ARE RESPONSIBLE FOR ALL USE, ACTIVITIES, AND CHARGES ASSOCIATED WITH OR ARISING FROM ANY USE OF YOUR PASSWORD, REGARDLESS OF WHETHER YOU AUTHORIZED SUCH USE. YOU MUST PROMPTLY NOTIFY PIPELINEIQ (USING THE E-MAIL ADDRESS LISTED BELOW UNDER "CUSTOMER SERVICE AND PRODUCT SUPPORT") OF ANY UNAUTHORIZED USE OF YOUR PASSWORD.

Governing Law and Jurisdiction

This Agreement is governed by and construed in accordance with the laws of the Commonwealth of Massachusetts without giving effect to any choice-of-law or conflict-of-law provision or rule (whether of the Commonwealth of Massachusetts or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than that of the Commonwealth of Massachusetts. You hereby consent to, and agree to bring any and all claims in, the exclusive jurisdiction of the state and federal courts located in Essex County, Massachusetts U.S.A., for any action or proceeding arising under or relating to this Agreement, the Service, or the use of, or reliance on this Service, whether based in contract or tort or otherwise.

Entire Agreement

This Agreement shall constitute the entire agreement between you and PIPELINEIQ regarding the subject matter hereof and shall supersede any and all prior negotiations, representations, warranties, undertakings, or agreements, written or oral, between the parties regarding such subject matter.

Severability

To the maximum extent possible, each provision in this Agreement shall be interpreted in such manner as to be valid and enforceable under applicable law. If any provision of this Agreement is held to be invalid or unenforceable under applicable law, such provision shall be modified so as to be rendered valid and enforceable while implementing, to the maximum extent possible, the original intent of such provision. If such modification is not possible or allowed, then such provision shall be ineffective only to the extent of such unenforceability or invalidity without affecting the remainder of such provision or any other provisions in this Agreement.

Creating an Account and Service

You may not use the Service without creating a valid account with PIPELINEIQ. To create an account, you must complete the online registration form available on the Service or by using the email address listed below under "Customer Service and Product Support."  Your account will not be valid unless and until PIPELINEIQ accepts your registration. By registering for the Service, you represent and warrant that all registration information that you provide is true, complete, and accurate, and you agree to notify PIPELINEIQ promptly of any changes to this registration information. This notification can be effected either by editing your user profile in the Service or by using the email address listed below under "Customer Service and Product Support."

You may be offered a free trial account to the Service, beginning on the date on which PIPELINEIQ accepts your registration. If you don't terminate during this trial period, the initial term of your regular account will start immediately after the free trial period ends, and will continue for the length of time that you selected when you registered.

PIPELINEIQ RESERVES THE RIGHT TO CHANGE THE SERVICE AT ANY TIME WITHOUT NOTICE (INCLUDING BUT NOT LIMITED TO ADDING OR REMOVING FEATURES). IF YOU ARE DISSATISFIED WITH ANY SUCH CHANGES, OR IF YOU ARE OTHERWISE DISSATISFIED WITH THE SERVICE (INCLUDING BUT NOT LIMITED TO ITS PERFORMANCE OR AVAILABILITY), YOUR ONLY REMEDY WILL BE TO CANCEL YOUR ACCOUNT, AS SET FORTH BELOW.

Your account is personal to you, and you may not transfer or share your account with any other person (including but not limited to your coworkers) other than immediate family members living in the same household, provided that: (i) such family members have read and agree to be bound by the terms and conditions of this Premium membership Agreement; (ii) your account is not simultaneously used by more than one person at any given time; and (iii) you agree to be responsible for any use of your account by those other family members.

Printable Reports

PIPELINEIQ offers reports and newsletters in .pdf format (each, a "Printable Report") that you can download from PIPELINEIQ.com and print in accordance with the terms of this User Agreement.

Charges and Billing Practices

Individual account profile and credit packs purchase fees are nonrefundable, except as set forth below.

PIPELINEIQ reserves the right to change the fees it charges for products, services or features (collectively, "Products") offered in connection with the Service at any time. These sorts of changes include, but are not limited to, adding fees for new/optional Products and/or modifying fees for existing Products. By using any of the Products, with which there are associated fees, you agree to pay those fees. If you do not want to pay these associated fees, you must cancel your account, as set forth below.

Purchase fees and all others fees and charges associated with your account (including, but not limited to, any applicable federal, state, and local taxes) will be billed automatically to the credit card you provide when registering for the Service ("your credit card"). If your credit card is a VISA or MasterCard and the number or expiration date for your credit card changes for any reason (for instance, you get a new number because your old card expired, was stolen, etc.), that updated information may be automatically passed on from your credit card issuer to PIPELINEIQ, and if we do receive such information, it will be treated by PIPELINEIQ as if it were originally furnished by you. To learn more about this service being provided by your credit card issuer, please contact them directly.

You must promptly notify PIPELINEIQ (as set forth below) if any information related to your credit card changes is no longer valid or of any other change to the information you provided PIPELINEIQ regarding your credit card (including, but not limited to, changes to your billing address or other pertinent contact information). Absent such notification, PIPELINEIQ will assume that all of the information related to your credit card remains valid and will submit to the card processor all information that it requires for approval, both when you initially subscribe and, if applicable, upon the commencement of any renewal of that account. If any account fees or other charges billed to your credit card are declined for any reason, PIPELINEIQ shall have the right to suspend your account until such account fees or other charges are paid in full. You agree to pay all costs (including attorneys' fees) incurred by PIPELINEIQ in collecting any unpaid account fees or other charges from you.

Cancellation

You may cancel your account by emailing the address under "Customer Service and Product Support" to notify PIPELINEIQ.

PIPELINEIQ may immediately cancel your account, without notice or liability, if it determines in its sole discretion that: (i) you have breached any portion of this User Agreement; or (ii) your use of or access to the Premium Service or the Service violates any applicable law or regulation or otherwise inhibits any other subscriber from using or accessing the company profiles or any other service offered by PIPELINEIQ on the Service. None of the foregoing limits any other legal, equitable, or contractual rights available to PIPELINEIQ.

PIPELINEIQ may, in its sole discretion, choose not to renew your account by sending a notice of non-renewal at any time during your account term to the e-mail address you provided when completing your registration. You will be deemed to have received this notice, whether or not you saw it or the e-mail address provided by you continues to be valid. In the event of such a notice, your account will cease and will not automatically renew at the end of your then-current account term.

Customer Service and Product Support

For customer service related to your Service account (including information regarding registration and billing), contact PIPELINEIQ via email at support@pipelineiq.com. California residents may submit cancellations online via email to cancellation@PIPELINEIQ.com. Please include name on account, phone number (in case we have issues processing your request), and reason for cancelation.  Individual account profile and credit packs purchase fees are nonrefundable, as set forth below in ‘Charges and Billing Practices’.

This User Agreement was last updated on July 2019.