READ THIS AGREEMENT CAREFULLY BEFORE USING OR OTHERWISE ACCESSING OR MANIPULATING THIS SERVICE AND THE ASSOCIATED SERVICE CONTENT. BY CLICKING THE "I AGREE" BUTTON OR OTHERWISE ACCESSING THE SERVICE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, DISCONTINUE USE OF THE SERVICE IMMEDIATELY AND CONTACT INTELLIGENCE DATA FOR A FULL REFUND OF THE UNUSED PORTION OF THE LICENSE FEE.

1. THE SERVICE

The software, content, database(s) and other features available on this internet site represent the service subscription (collectively the "Service") for the InSite ^SM service. The Service and associated documentation for the Service (the "Documentation") are proprietary products of Intelligence Data ("ID"), except insofar as they contain data and software which are proprietary products of third parties ("Sources") who have made their data and software available under license to ID, all of which proprietary services are protected by applicable copyright laws. ID and the Sources retain ownership of the copyright to their materials and to this copy of the Service and the Documentation, as their respective interests may appear. The Service, Documentation and any associated materials are licensed (not sold) to Client for use under the terms and conditions herein.

2. MANUALLY SIGNED PAPER AGREEMENTS

If ID and you or your employer have manually executed a written agreement governing your use of the Service, the terms in that manually executed document shall supersede the terms of this Agreement to the extent such terms are inconsistent.

3. OWNERSHIP; SUBSCRIBER ACKNOWLEDGEMENT

Subscriber acknowledges and agrees that all proprietary rights in the Service and the Data are and shall remain property of ID and its Sources. Subscriber acknowledges that the Service and the Data was compiled, prepared, selected and arranged by ID and its Sources through the expenditure of substantial time, effort and money and that it constitutes valuable property of ID and its Sources. Subscriber further acknowledges that ID may disclose to its Sources from time to time information concerning Subscriber's utilization of the Service.

The opinions expressed by the authors of the data contained in the Service are their own and not necessarily those of ID or the Sources. The appearance of absence of a service or company profile in the Service should not be construed as an endorsement or non-endorsement of a specific service or company.

4. LIMITATION OF LIABILITY AND DISCLAIMER OF WARRANTIES

The Subscriber understands that ID and its Sources obtain and gather the information and data which comprises the Service from sources they consider reliable. However, neither ID nor its sources guarantee the accuracy or completeness of the Data or the Service which is supplied on an "as is" basis. THEREFORE, NEITHER ID NOR ITS SOURCES MAKE ANY COVENANTS, REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER (WHETHER EXPRESS OR IMPLIED, STATUTORY BY OPERATION OF LAW OR OTHERWISE INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) RELATING THERETO AND ACCORDINGLY NEITHER ID NOR ITS SOURCES ACCEPTS ANY RESPONSIBILITY OF ANY KIND WHATSOEVER FOR ANY CLAIM, DEMAND, DAMAGES, LIABILITIES, LOSSES AND EXPENSES SUFFERED BY REASON DIRECTLY OR INDIRECTLY OF THE SERVICES OR DATA COVERED BY THIS AGREEMENT. Neither ID nor its Sources shall have any liability from any default resulting from circumstances beyond their reasonable control.

Except as provided below, neither ID nor its Sources shall be liable for any damages, direct or indirect, consequential or compensatory, including, but not limited to lost profits for any representations, breaches or defaults arising out of the terms and provisions of this Agreement or arising by reason of any Sources terminating its agreement to supply information to ID.

5. INDEMNIFICATION

Subscriber shall be responsible for and shall indemnify and hold ID and its Sources harmless at all times against and in respect of: (a) All claims, liabilities, obligations or damages resulting from any misrepresentation, breach of warranty or non-performance of any covenant on the part of the Subscriber under this Agreement. (b) All claims, liabilities, obligations or damages claimed or demanded by third parties arising out of, directly or indirectly, Subscriber's use of the Data, of the Service or any equipment supplied by ID; (c) All actions, suits, proceedings, demands, assessments, judgments, costs and absences (including reasonable attorney's fees), incident to any of the foregoing.

6. GENERAL PROVISIONS

6.1    Certain Sources require ID to post additional legal terms. Additional legal terms and notices regarding the service and its content are included in "Additional Legal Terms for Sources". You agree to read and be bound by these additional legal terms and notices.

6.2    Governing Law. This Agreement will be governed and construed in accordance with the substantive laws of the Commonwealth of Massachusetts, without giving effect to conflicts of laws and principles.

6.3    Service Changes. It is understood that in the event any Third Party Supplier requires deletion of any portion of the Service, ID may delete such information without any liability hereunder and shall advise Client to do the same.

7. ADDITIONAL LEGAL TERMS FOR SOURCES

7.1    Additional conditions for data provided by Thomson Financial, a Third Party Supplier:

Copyright, Thompson Financial, [2006] All Rights Reserved. Use, duplication, or sale of this service, or data contained herein, except as described in the Distributor Subscription agreement, is strictly prohibited.

THOMSON FINANCIAL AND THE VARIOUS DATA PROVIDERS WHOSE MATERIAL IS FOUND IN THE INVESTEXT DATABASE MAKE NO REPRESENTATIONS AS TO THE ACCURACY OR COMPLETENESS OF THE INFORMATION PROVIDED. FURTHER, INVESTEXT DATABASE USERS ARE ADVISED THAT THE ELECTRONIC CONVERSION AND TRANSMISSION OF TEXTUAL AND NUMERIC DATA MAY CAUSE ERRORS AND/OR OMISSIONS. YOU SHOULD ALSO NOTE THAT THERE IS A DELAY BETWEEN THE PREPARATION OF THE ONLINE DATA AND ITS INCLUSION IN THE INVESTEXT DATABASE, AND THEREFORE, THE INFORMATION MAY NOT BE UP-TO-DATE. FOR THESE, REASONS, THE REPORTS CONTAINED IN THE INVESTEXT DATABASE ARE PROVIDED FOR ARCHIVAL RESEARCH PURPOSES ONLY AND NOT FOR INVESTMENT OR ANY OTHER PURPOSES. THE INVESTEXT DATABASE AND ANY PARTS THEREOF MAY NOT BE REPRODUCED IN HARDCOPY, MACHINE-READABLE, OR ANY OTHER FORM WITHOUT PRIOR WRITTEN AUTHORIZATION FROM THOMSON FINANCIAL AND/OR THE RESPECTIVE DATA PROVIDER. YOUR SUBSCRIBER AGREEMENT CONTAINS OTHER IMPORTANT RESTRICTIONS, LIMITATIONS, AND DISCLAIMERS WHICH AFFECT THE USE OF THE SERVICE.