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THESE TERMS OF USE GOVERN YOUR USE OF THIS SITE, WHICH IS PROVIDED BY 13D Research & Strategy, LLC. (HEREINAFTER “13D”). BY ACCESSING THIS SITE, YOU ARE INDICATING YOUR ACKNOWLEDGMENT AND ACCEPTANCE OF THESE TERMS OF USE. THESE TERMS OF USE ARE SUBJECT TO CHANGE BY 13D AT ANY TIME AT ITS DISCRETION. YOUR USE OF THIS SITE AFTER SUCH CHANGES ARE IMPLEMENTED CONSTITUTES YOUR ACKNOWLEDGMENT AND ACCEPTANCE OF THE CHANGES. PLEASE CONSULT THESE TERMS OF USE REGULARLY.

Access To This Site
To access this site or some of the resources it has to offer, you may be asked to provide certain registration details or other information. It is a condition of your use of this site that all the information you provide on this site will be correct, current, and complete. If 13D believes the information you provide is not correct, current, or complete, 13D has the right to refuse you access to this site or any of its resources, and to terminate or suspend your access at any time.

Restrictions On Use
You may use this site for purposes expressly permitted by this site and, if you are a Subscriber, by your 13D Master Subscription Agreement (hereinafter “Subscription Agreement”). You may not use this site for any other purpose, including any commercial purpose, without 13D’s express prior written consent. For example, you may not (and may not authorize any other party to) (i) co-brand this site, or (ii) frame this site, or (iii) hyper-link to the subscriber’s sections of this site, without the express prior written permission of an authorized representative of 13D. For purposes of these Terms of Use, “co-branding” means to display a name, logo, trademark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute this site or content accessible within this site. You agree to cooperate with 13D in causing any unauthorized co-branding, framing or hyper-linking immediately to cease

Proprietary Information
The material and content accessible from this site, including, but not limited to, 13D Products (1. “What I Learned This Week” [weekly reports]; 2. “What are the Markets Telling Us” [weekly reports]; 3. 13D Reports Archives (13D.com/subscribers); 4. 13D Theme Indices and underlying constituents; 5. 13D audio podcasts, video interviews, and webinars) accessible via the Subscriber’s area of the site, and any other World Wide Web site owned, operated, licensed, or controlled by 13D (the “Content”) is the proprietary information of 13D or the party that provided the Content to 13D, and 13D or the party that provided the Content to 13D retains all right, title, and interest in the Content.

Accordingly, the Content may not be copied, distributed, republished, uploaded, posted, or transmitted in any way without the prior written consent of 13D, except that you may print out a copy of the Content solely for your personal use. In doing so, you may not remove or alter, or cause to be removed or altered, any copyright, trademark, trade name, service mark, or any other proprietary notice or legend appearing on any of the Content. Modification or use of the Content except as expressly provided in these Terms of Use and the Subscription Agreement violates 13D’s intellectual property rights. Neither title nor intellectual property rights are transferred to you by access to this site.

Hyper-Links
This site may hyper-link to other sites which are not maintained by, or related to, 13D. Hyper-links to such sites are provided as a service to users and are not sponsored by or affiliated with this site or 13D. 13D has not reviewed any or all of such sites and is not responsible for the content of those sites. Hyper-links are to be accessed at the user’s own risk, and 13D makes no representations or warranties about the content, completeness or accuracy of these hyper-links or the sites hyper-linked to this site. Further, the inclusion of any hyper-link to a third-party site does not imply endorsement by 13D of that site.

Submissions
You hereby grant to 13D the royalty-free, perpetual, irrevocable, worldwide, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display all content, remarks, suggestions, ideas, graphics, or other information communicated to 13D through this site (together, the “Submission”), and to incorporate any Submission in other works in any form, media, or technology now known or later developed. 13D will not be required to treat any Submission as confidential, and may use any Submission in its business (including without limitation, for products or advertising) without incurring any liability for royalties or any other consideration of any kind, and will not incur any liability as a result of any similarities that may appear in future 13D operations.

13D will treat any personal information that you submit through this site in accordance with its Privacy Policy.

Disclaimer
You understand that 13D cannot and does not guarantee or warrant that files available for downloading from the Internet will be free of viruses, worms, Trojan horses or other code that may manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to this site for the reconstruction of any lost data. 13D does not assume any responsibility or risk for your use of the Internet.

The Content is not necessarily complete and up-to-date and should not be used to replace any written reports, statements, or notices provided by 13D. Investors, borrowers, and other persons should use the Content in the same manner as any other educational medium and should not rely on the Content to the exclusion of their own professional judgment. Information obtained by using this site is not exhaustive and does not cover all issues, topics, or facts that may be relevant to your goals.

YOUR USE OF THIS SITE IS AT YOUR OWN RISK. THE CONTENT IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. 13D DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. 13D DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED IN THIS SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. 13D DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE, OR THE RESULT OF USE, OF THE CONTENT IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE. THE CONTENT MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS, AND 13D MAY MAKE CHANGES OR IMPROVEMENTS AT ANY TIME. YOU, AND NOT 13D, ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF THIS SITE OR ITS CONTENT. 13D MAKES NO WARRANTIES THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT.

All of the information in this site, whether historical in nature or forward-looking, speaks only as of the date the information is posted on this site, and 13D does not undertake any obligation to update such information after it is posted or to remove such information from this site if it is not, or is no longer, accurate or complete.

Limitation On Liability
13D, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS WILL NOT BE LIABLE FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES, EVEN IF 13D HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL THE COLLECTIVE LIABILITY OF 13D AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE GREATER OF $100 OR THE AMOUNT YOU HAVE PAID TO 13D FOR THE APPLICABLE CONTENT OR SERVICE OUT OF WHICH LIABILITY AROSE.

Indemnity
You will indemnify and hold 13D, its subsidiaries, affiliates, licensors, content providers, service providers, employees, agents, officers, directors, and contractors (the “Indemnified Parties”) harmless from any breach of these Terms of Use by you, including any use of Content other than as expressly authorized in these Terms of Use. You agree that the Indemnified Parties will have no liability in connection with any such breach or unauthorized use, and you agree to indemnify any and all resulting loss, damages, judgments, awards, costs, expenses, and attorneys’ fees of the Indemnified Parties in connection therewith. You will also indemnify and hold the Indemnified Parties harmless from and against any claims brought by third parties arising out of your use of the information accessed from this site.

Trademarks
Trademarks, service marks, and logos appearing in this site are the property of 13D or the party that provided the trademarks, service marks, and logos to 13D. 13D and any party that provided trademarks, service marks, and logos to 13D retain all rights with respect to any of their respective trademarks, service marks, and logos appearing in this site.

Security
Any passwords used for this site are for individual use only and are governed by the 13D Research & Strategy Services Agreement, as well as this Terms of Use. You will be responsible for the security of your password. 13D will be entitled to monitor your password and, at its discretion, require you to change it. If you use a password that 13D considers insecure, 13D will be entitled to require the password to be changed and/or terminate your account.

You are prohibited from using any services or facilities provided in connection with this site to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools or network probing tools) is strictly prohibited. If you become involved in any violation of system security, 13D reserves the right to release your details to system administrators at other sites in order to assist them in resolving security incidents. 13D reserves the right to investigate suspected violations of these Terms of Use.

13D reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing 13D to disclose the identity of anyone posting any e-mail messages, or publishing or otherwise making available any materials that are believed to violate these Terms of Use. BY ACCEPTING THIS AGREEMENT YOU WAIVE AND HOLD HARMLESS 13D FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY 13D DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER 13D OR LAW ENFORCEMENT AUTHORITIES.

Miscellaneous
These Terms of Use will be governed and interpreted pursuant to the laws of the State of New York (“NY”), notwithstanding any principles of conflicts of law. You specifically consent to personal jurisdiction in NY in connection with any dispute between you and 13D arising out of these Terms of Use or pertaining to the subject matter hereof. The parties to these Terms of Use each agree that the exclusive venue for any dispute between the parties arising out of these Terms of Use or pertaining to the subject matter of these Terms of Use will be in the jurisdictional courts in NY. If any part of these Terms of Use is unlawful, void or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of any remaining provisions. These Terms of Use constitute the entire agreement among the parties relating to this subject matter. Notwithstanding the foregoing, any additional terms and conditions on this site will govern the items to which they pertain. 13D may revise these Terms of Use at any time by updating this posting.

Copyright Notice
This site and all Content are protected by U.S. and International Copyright laws. All rights reserved. No part of this site, or its Content, may be copied, downloaded, stored in a retrieval system, further transmitted, or otherwise reproduced, stored, disseminated, transferred, or used, in any form or by any means, except as permitted under these Terms of Use and the 13D Research Services Agreement or with prior written permission. Each reproduction of any part of this site or its Content must contain notice of 13D’s copyright. Pursuant to U.S. Copyright law, damages for liability of infringing a copyright may amount to $30,000 per infringement and, in the case of willful infringement, the amount may be up to $150,000 per infringement, in addition to the recovery of costs and attorneys’ fees.

What I Learned This Week is also available in print.

Last updated: February 22nd, 2019. (