By clicking on “I agree” or activating the MTM Synergy™ software, you agree to the terms of this End User License Agreement (“EULA”). This EULA is an agreement between you, either an individual or a single entity, (”Subscriber”) and Market Taker Mentoring, Inc. (”Vendor”) which covers your use of Market Taker Mentoring, Inc. (”MTM”)software named MTM Synergy (“Product”) that accompanies this EULA and related components, which may include associated media, printed materials, and “online” or electronic documentation, as well as related and accompanying documentation. All such product and materials are referred to herein as the “Product.” Upon acceptance of this EULA, Vendor grants Subscriber a personal, limited, revocable, non-exclusive, non-transferable license to access and use the Product within the United States of America for Subscriber’s internal business purposes pursuant to the terms of this EULA (the “License”). Such License is required for each user of the Product. If you do not agree to the terms of this EULA, then do not install or use the Product or the Product License. By explicitly accepting this EULA, however, or by installing, copying, downloading, accessing, or otherwise using the Product and/or Product License in any form or fashion, you are acknowledging and agreeing to be bound by the following terms:

1. GRANT OF NON-EXCLUSIVE LICENSE AND USE OF PRODUCT

(a) Product License. The Product License, which is issued to a designated user, enables such designated user to install and use the Product on computers or desktops operating without being shared to any other user then you. Each additional user of the Product requires an additional Product License. You may not modify or create derivative copies of the Product License.

(b) Grant of License. Subject to a validly issued Product License, MTM grants to you the non-exclusive, non-transferable right for you to use the Product on your computers. You may not modify or create derivative copies of the Product. All rights not expressly granted to you are retained by MTM. Subscriber shall not copy, license, sell, store, publish, circulate, transfer, make available, or otherwise distribute the Product to any other entity or person.

2.OWNERSHIP OF THE PRODUCT

(a) Subscriber acknowledges that the Vendor is a licensed distributor of the Product. The Subscriber further acknowledges and agrees that the Product is the exclusive property of the original party who licensed the Product to Vendor and retains all proprietary right, title and interest in the Product.

(b) Subscriber shall not remove or alter any copyright notice or other proprietary or restrictive notice contained in the Product.

(c) Subscriber shall not reverse engineer, decompile, disassemble or otherwise attempt to discern the source code of the components of the Product nor may Subscriber reproduce all or any portions of the components of the Product. Subscriber may use information and data made available via the Product cached in Subscriber’s local disk drive solely in support of its use of the Product pursuant to this Subscriber Agreement.

3. INTELLECTUAL PROPERTY RIGHTS RESERVED BY MTM

The Product is protected by U.S, CANADA, and international copyright laws and treaties, as well as other intellectual property laws and treaties. You must not remove or alter any copyright notices on any copies of the Product. This Product copy is licensed, not sold. Furthermore, this EULA does not grant you any rights in connection with any trademarks or service marks of MTM and/or MTM Synergy. MTM reserves all intellectual property rights, including copyrights, and trademark rights.

4. NO RIGHT TO TRANSFER

You may not rent, lease, lend, or in any way distribute or transfer any rights in this EULA or the Product to third parties without MTM’s written approval and subject to written agreement by the recipient of the terms of this EULA.

5. NON-DISCLOSURE AND LIMITED USE

Subscriber agrees to hold the Product in strict confidence and shall not disclose any such information to any third party. Subscriber may use the Product and only for its and its customers’ benefit and shall take all reasonable measures to protect the confidentiality and avoid and prevent the unauthorized use, disclosure, publication, or dissemination of the Product. No copies, reproductions or other images of such information may be made unless approved in writing by Vendor.

6. EQUITABLE RELIEF

Subscriber acknowledges and agrees that any breach of any of the terms, conditions or provisions will result in irreparable injury to Vendor for which money damages could not adequately compensate. If there is a breach of these sections by Subscriber or any entity or person gaining access to the Product via Subscriber’s user names and passwords, then Vendor shall be entitled, in addition to all other rights and remedies which it may have at law or in equity, to have a decree of specific performance or an injunction issued by any competent court, requiring the breach to be cured or enjoining all entities or people involved from continuing the breach. The existence of any claim or cause of action which Subscriber or any other entity or person may have against Vendor shall not constitute a defense or bar to enforcement of any of the provisions of this Subscriber Agreement.

7. TERMINATION WITHOUT PREJUDICE TO ANY OTHER RIGHTS

Vendor or MTM may terminate this EULA if you fail to comply with any term or condition of this EULA. In such event, Licensee/Subscriber agrees to return to Licensor/Vendor or to destroy all copies of the upon termination of the License.

8. REFUND POLICY

Please take time and evaluate the Product and available online content before purchase. Refunds will not be given for reasons surrounding the Subscriber’s lack of knowledge of the Product’s functionality, limitations or restrictions.

9. MISCELLANEOUS

(a) We reserve the right to reference any website, Subscriber name or company using the Product in our sales and marketing literature.

(b) We reserve the right to monitor compliance with this EULA and to restrict the use of the Product for non-compliance.

(d) Anti-Fraud Verifications. We reserve the right to ask the Subscriber to provide us legal documents in order to verify that he/she is the valid user, if we have reasons to believe that an order is fraudulent, and cancel the order if these required documents are not provided.

(e) Survival. Sections 1-7 of this Subscriber Agreement shall survive any termination, cancellation, replacement, expiration, modification, rejection or cessation of effectiveness of this Agreement.

10. NO WARRANTIES

YOU ACCEPT THE PRODUCT AND PRODUCT LICENSE “AS IS,” AND MTM (AND ITS THIRD PARTY SUPPLIERS AND LICENSORS INCLUDING TRADIER BROKERAGE INC.) MAKE NO WARRANTY AS TO ITS USE, PERFORMANCE, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MTM (AND ITS THIRD PARTY SUPPLIERS AND LICENSORS) DISCLAIM ALL OTHER REPRESENTATIONS, WARRANTIES, AND CONDITIONS, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE ENTIRE RISK ARISING OUT OF USE, PERFORMANCE OF, AND/OR ANY SIGNALS, ALERTS, AND MESSAGES FROM THE PRODUCT REMAINS WITH YOU.

11. LIMITATION OF LIABILITY

THIS LIMITATION OF LIABILITY IS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. IN NO EVENT SHALL MTM (OR ITS THIRD PARTY SUPPLIERS AND LICENSORS INCLUDING TRADIER BROKERAGE INC.) BE LIABLE FOR ANY COSTS OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION) ARISING OUT OF THIS EULA OR THE USE OF OR INABILITY TO USE THE PRODUCT OR THE FAILURE TO PROVIDE SUPPORT SERVICES, EVEN IF MTM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, MTM’S (AND ITS THIRD PARTY SUPPLIERS’ AND LICENSORS’ INCLUDING TRADIER BROKERAGE INC.) ENTIRE LIABILITY ARISING OUT OF THIS EULA SHALL BE LIMITED TO AND SHALL NOT EXCEED U.S. $300.00

12. GOVERNING LAW; ENTIRE AGREEMENT

This instrument contains the entire Agreement between the parties hereto. No verbal agreement, conversation, or representation between any officers, agents, or employees of the parties hereto, either before or after the execution of this Agreement, shall affect or modify any of the terms or obligations herein contained. This Agreement shall be governed by, and interpreted and construed in accordance with, the substantive laws of the State of Illinois, USA. Both parties hereby irrevocably submit any disputes under this Agreement to the jurisdiction of the state and Federal courts located in Illinois.

13. CONTACT INFORMATION

If you have any questions about this EULA, or if you want to contact MTM for any reason, please direct all inquiries to info[at]markettaker[dot]com

MTM Synergy ©2019