This Subscriber Agreement and Terms of Use governs your use of all digital products and services from MarketGrader.com Corp. 

If you agree to be bound by the terms of this Agreement, you should check the box indicating your agreement to the terms of this Agreement on the registration page for the Service. If you do not agree to be bound by the terms of this Agreement, you should not check the box but you will not be able to proceed with the registration process for the Service and become a subscriber. To the extent you have access to, or are using, a Service without having completed our registration process, you are hereby notified that your continued use of a Service is subject to many of the terms and conditions of this Agreement as explained in Section 7 below.

Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of these Terms and Conditions:

Account means a unique account created for You to access our Service or parts of our Service.

Country refers to: Florida, United States

Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to  MarketGrader.com Corp. , 2701 Ponce De Leon Blvd., Suite 202. Coral Gables, FL 33134.

Device means any device that can access the Service such as a computer, a cellphone or a digital tablet.

Free Trial refers to a limited period of time that may be free when purchasing a Subscription.

Service refers to the Website.

Subscriptions refer to the services or access to the Service offered on a subscription basis by the Company to You.

Terms of Use & Subscriber Agreement (also referred as “Terms”) means these Terms of Use & Subscriber Agreement that form the entire agreement between You and the Company regarding the use of the Service.

Website refers to MarketGrader, accessible at https://www.marketgrader.com and its subdomains, including but not limited to https://invest.marketgrader.com and https://app.marketgrader.com.

You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Acknowledgment

These are the Terms governing the use of this Service and the agreement that operates between You and the Company. These Terms set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.

By accessing or using the Service You agree to be bound by these Terms. If You disagree with any part of these Term, then You may not access the Service.

Your access to and use of the Service is also conditioned on Your acceptance of and compliance with Our Privacy Policy.  It describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Application or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Service.

User ID and Access 

You will be issued one user identification (“User ID”) for each account that You have with Us.  Separate account access will be provided for administrators of Institutional Clients.  Your Authorized Users will access the Website and Content by logging in using your User ID and entering your password.

Only one Authorized User of an account may access the Website at any given time.   You understand and acknowledge that the Website is intended for Your periodic and Authorized Uses (defined below).  It is not intended, nor is it designed, to provide an “always on” or “always connected” capability.  We reserve the right to terminate Your sessions after an extended period of time, and may establish minimum “idle or use times” at Our discretion in order for You to remain connected, e.g., You must click at least once every 15 minutes or log-off after one hour.  You agree that we may change the minimum idle or use times without advance notice to you. You may not take action for the purpose of defeating our “idle timeouts,” “automatic log-offs” or similar mechanisms.  In the event Your session has been terminated for any reason other than Your breach of this Agreement, You may immediately log back in to re-enter.

You acknowledge that Your right to access and use the Website and the Content is not transferable by assignment, sublicense, or any other method to any other person or entity. Any attempt to transfer Your right to use the Website and Content is void and shall constitute a breach of this agreement.  In addition, in the event any person who is not an Authorized User uses or accesses the Website with Your password, You agree that We may terminate your subscription and charge your account Subscription Fees for each additional user of your password in the event We determine that such use was authorized by You or any of Your Authorized Users or resulted from Your or their negligent safeguarding of the password.  You agree, and You agree to cause each Authorized User, to take any and all actions necessary to maintain the privacy of your password.  In the event You have reason to believe that a third party has access to your account or is using Your password, you shall promptly change Your account password and, if any such problem persists, notify Us at support@marketgrader.com.

Subscriptions

Subscription period

The Service or some parts of the Service are available only with a paid Subscription. You will be billed in advance on a recurring and periodic basis (such as monthly or annually), depending on the type of Subscription plan you select when purchasing the Subscription.

At the end of each period, Your Subscription will automatically renew under the same conditions unless You cancel it or the Company cancels it.

Subscription cancellations

You may cancel Your Subscription renewal either through My Account settings page or by contacting the Company. You will not receive a refund for the fees You already paid for Your current Subscription period and You will be able to access the Service until the end of Your current Subscription period.

Billing

You shall provide the Company with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information.

Should automatic billing fail to occur for any reason, the Company will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.

Fee Changes

The Company, in its sole discretion and at any time, may modify the Subscription fees. Any Subscription fee change will become effective at the end of the then-current Subscription period.

The Company will provide You with reasonable prior notice of any change in Subscription fees to give You an opportunity to terminate Your Subscription before such change becomes effective.

Your continued use of the Service after the Subscription fee change comes into effect constitutes Your agreement to pay the modified Subscription fee amount.

Refunds

Except when required by law, paid Subscription fees are non-refundable.

Certain refund requests for Subscriptions may be considered by the Company on a case-by-case basis and granted at the sole discretion of the Company.

Free Trial

The Company may, at its sole discretion, offer a Subscription with a Free Trial for a limited period of time.

You may be required to enter Your billing information in order to sign up for the Free Trial.

If You do enter Your billing information when signing up for a Free Trial, You will not be charged by the Company until the Free Trial has expired. On the last day of the Free Trial period, unless You canceled Your Subscription, You will be automatically charged the applicable Subscription fees for the type of Subscription You have selected.

At any time and without notice, the Company reserves the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer.

User Accounts

When You create an account with Us, You must provide Us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of Your account on Our Service.

You are responsible for safeguarding the password that You use to access the Service and for any activities or actions under Your password. 

You agree not to disclose Your password to any third party. You must notify Us immediately upon becoming aware of any breach of security or unauthorized use of Your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than You without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.

Intellectual Property

The Service and its content, features and functionality are and will remain the exclusive property of the Company and its licensors.

The Service is protected by copyright, trademark, and other laws of both the Country and foreign countries.

Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of the Company. The MG Content available in Website and Content is the property of Company or its Providers and is protected by copyright and other applicable laws, treaties, and conventions. All rights to such MG Content are reserved. Certain names, logos, and/or phrases on these pages may constitute trademarks and/or copyrights of Company or its Providers. The marks “MARKETGRADER,” “MARKETGRADER.COM,” “BONDGRADER.COM,” “STOCKGRADER.COM” and the MARKETGRADER LOGO are trademarks of Company. All rights reserved. All other trademarks appearing in Website and Content are the property of their respective owners, including, in some instances, Company. Reproduction in whole or in part of any trademarks or copyrighted material is strictly prohibited without explicit written permission of the owner such trademark or copyrighted material.

Limitations on Use

The Website design and all text, graphics, software, information, content, and other material displayed on or that can be downloaded including, without limitation, Company’s proprietary equity scores or grades (“Scores”) and downloadable reports (“Reports”) are collectively referred to as “Content.” Content is either the property of, or used with permission by, Company and are protected by copyright, trademark and other laws and may not be used except as permitted in this Terms of Use & Subscriber Agreement or with the prior written permission of the owner of such Content (whether Company, FactSet, Providers or others).  You may only use the Content (whether provided by Company, FactSet or other Providers) for the following “Authorized Uses”:

1. Viewing of Content by an Authorized User for research purposes;
2. Except for Prohibited Actions (defined below), downloading of Reports from the Website by an Authorized User, for transmission or distribution to an existing client of Yours in the ordinary course of Your business interaction with such client; and
3.  Except for Prohibited Actions (defined below), downloading of Reports by an Authorized User, for transmission or distribution to existing clients of Yours in the ordinary course of Your communications with Your existing clients as a group; subject, however, to MarketGrader’s right to limit the number of Reports downloaded for this use in Company’s reasonable discretion.

You may not, and You are not authorized to, take any Prohibited Actions.  “Prohibited Actions” means (i) any action not in compliance with applicable law, including securities laws and regulations, (ii) using any application, code, program or other process that interacts or interferes with the performance of Website or its Content (including, without limitation, any application, code, program or other process that scrubs or feeds data or other Content and stores it on Your servers or system or uses it for calculating an index, grades or scores or for re-creating any MarketGrader Scores or indexes), (iii) the automatic or mass downloading of Content for any purpose other than an Authorized Use, (iv) using Content, including Scores, in or with any application, program, code, formula or algorithm for any purpose, including, without limitation, generating recommendations for the purchase or sale of securities or creating an index, (v) modifying the Content located on the Website in any way, (vi) modifying the Content downloaded in any way, (vii) the removal or alteration of any disclaimer or notice in any Report, (viii) other than an Authorized Use of a Report, without prior written consent of the owner of the Content, the reproduction, public display, furnishing, transmission or distribution of the Content to any other person for reuse or retransmission, (ix) the reproduction, public display, furnishing, transmission or distribution of the Content or otherwise using any such Content for any public purpose, (x) uploading any data, application, program, software or code, except for Uploaded Client Information (defined below), (xi) using any Content to replicate any MarketGrader index or to create any other index for the purposes of creating investment products or of managing money (it being understood that any use of MarketGrader Scores or indexes for investment products or money management requires a separate written license agreement with MarketGrader) or (xii) using or permitting anyone else to use the Content for any unlawful or unauthorized purpose.  Any Prohibited Action or unauthorized use of any the Content is a breach of this Terms of Use & Subscription Agreement and may violate copyright laws, trademark laws, laws of privacy and publicity, and other laws and regulations.  In the event Company determines that You, or any of Your Authorized Users, has taken a Prohibited Action, We may suspend or terminate Your subscription and may exercise all remedies available under this recover any damages caused by such Prohibited Action. 

We may allow you to upload and save client data (“Uploaded Client Information”).  Under no circumstances shall You upload any data, information, program, application or code that constitutes a Prohibited Action or which, if uploaded, would allow You to commit a Prohibited Action. 

Nature of Website

You understand and acknowledge that Website is neither an investment advisory service nor an investment advisor. No data, information or analyses provided, or made available, by Company is a suggestion that any particular investment is suitable for You. You, and all investors, should always check with a licensed financial advisor (and tax advisor), to determine the suitability of any investment. Company recommends to You (and anyone trading securities) that You should do so with caution and that, prior to the execution of a security trade based upon information from Company, the Website and Content, or any other Provider, You should consult with Your broker or other financial representative. You agree that neither Company nor Providers of MG Content is, or shall be, responsible for any investment made by You regardless of whether You used, or relied on, any information from the Website and Content.

All investors are encouraged to fully investigate any security before making an investment. Investors should obtain annual reports and other company information to complete their own due diligence in any investment. 

While We strive to present accurate and useful information, We make no guarantee of its accuracy or completeness. All information, data analyses and opinion in the Website and Content is subject to change without notice. Opinions and recommendations in the Website and Content are not to be construed as investment advice. Do not assume that any recommendations, insights, charts, theories, or philosophies (whether presented in the Website and Content or otherwise) will ensure a profitable investment.

Content Providers

You acknowledge and understand that certain content and data on this Website are provided by FactSet Research Systems Inc. (“FactSet”) and other third-party content providers (collectively, the “Providers”) through or under license and other agreements between Us and such Providers.  With respect to the content and data on the Website provided by FactSet, the Terms and Conditions of Use of FactSet, which are available at FactSet Terms of Use, apply and such terms and conditions are incorporated herein by reference.  Likewise, the terms and conditions of use of all other Providers also apply with respect to the content provided by them. Neither We, FactSet nor any other Provider, nor any of their affiliates, successors, assigns, employees, officers or directors, shall have any liability for the accuracy or completeness of the information or software furnished or made available at or through this Website, or for delays, interruptions or omissions in such content or data, or for any lost profits, special, indirect or consequential damages.

Links to Other Websites

Our Service may contain links to third-party websites or services that are not owned or controlled by the Company.

The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or services.

We strongly advise You to read the terms and conditions and privacy policies of any third-party websites or services that You visit.

Termination

We may terminate or suspend Your Account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions.

Upon termination, Your right to use the Service will cease immediately. If You wish to terminate Your Account, You may simply discontinue using the Service.

Limitation of Liability

Notwithstanding any damages that You might incur, the entire liability of the Company and any of its suppliers under any provision of this Terms and Your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by You through the Service or 100 USD if You haven’t purchased anything through the Service.

To the maximum extent permitted by applicable law, in no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party’s liability will be limited to the greatest extent permitted by law. 

Disclaimer of Warranties and Limitation of Liability 

A. YOU EXPRESSLY AGREE THAT USE OF THIS WEBSITE (INCLUDING UPLOADING CLIENT INFORMATION) ARE AT YOUR SOLE RISK. NEITHER MARKETGRADER, ITS AFFILIATES, PROVIDERS NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, THIRD-PARTY CONTENT PROVIDERS, OR LICENSORS WARRANTS THAT USE OF THIS WEBSITE WILL BE UNINTERRUPTED OR ERROR FREE; FREE OF HACKING OR OTHER UNAUTHORIZED ACCESS, NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THIS WEBSITE OR AS TO THE ACCURACY, RELIABILITY OF CONTENT OF ANY INFORMATION, SERVICE, OR MERCHANDISE PROVIDED THROUGH THIS WEBSITE.

B. THIS WEBSITE IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR WARRANTIES OF PRIVACY, OTHER THAN THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.

C. THE DISCLAIMERS OF LIABILITY CONTAINED IN THIS SECTION APPLY TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. YOU SPECIFICALLY ACKNOWLEDGE THAT MARKETGRADER IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF THIRD PARTIES OR SUBSCRIBERS, AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

D. IN NO EVENT WILL MARKETGRADER, ANY PROVIDERS OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING, OR DISTRIBUTING THIS WEBSITE BE LIABLE, AND YOU WAIVE ALL CLAIMS, FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO LOST PROFITS OR TRADING LOSSES) ARISING OUT OF THE USE OF OR INABILITY TO USE THIS WEBSITE OR OUT OF THE BREACH OF ANY WARRANTY OR THE UNAUTHORIZED ACCESS TO THE WEBSITE OR ANY UPLOADED CLIENT INFORMATION. YOU HEREBY ACKNOWLEDGE THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT ON THIS WEBSITE.

E. MARKETGRADER NEITHER ENDORSES NOR IS RESPONSIBLE FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT ON THIS WEBSITE. UNDER NO CIRCUMSTANCES WILL MARKETGRADER BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THE CONTENT ON THIS WEBSITE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION, OPINION, ADVICE, OR OTHER CONTENT AVAILABLE THROUGH THIS WEBSITE. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC INFORMATION, OPINION, ADVICE, OR OTHER CONTENT, INCLUDING BUT NOT LIMITED TO FINANCIAL, HEALTH, OR LIFESTYLE INFORMATION, OPINION, ADVICE, OR OTHER CONTENT.

F. MARKETGRADER DOES NOT ENDORSE, WARRANT, OR GUARANTEE ANY PRODUCT OR SERVICE OFFERED BY A THIRD PARTY THROUGH THIS WEBSITE AND WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.  AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

G. YOU SPECIFICALLY ACKNOWLEDGE THAT IN NO EVENT WILL MARKETGRADER, ITS AFFILIATES, OR ANY OF THEIR RESPECTIVE EMPLOYEES OR AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF (i) YOUR USE OF ANY BROWSERS OWNED OR OPERATED BY ANY PARTY AND/OR (ii) THE DOWNLOADING OF ANY SOFTWARE OWNED OR OPERATED BY ANY THIRD PARTY IN CONNECTION WITH THE SERVICE.

H. YOU AGREE THAT THE LIABILITY OF MARKETGRADER, ITS AFFILIATES, AGENTS, AND LICENSORS, IF ANY, ARISING OUT OF ANY KIND OF LEGAL CLAIM (WHETHER IN CONTRACT, TORT, OR OTHERWISE) IN ANY WAY CONNECTED WITH THIS WEBSITE OR THE INFORMATION IN THIS WEBSITE SHALL NOT EXCEED THE AMOUNT YOU PAID TO MARKETGRADER AS SUBSCRIPTION FEES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

Indemnification

You agree to indemnify, defend and hold Company, its employees, officers, directors, shareholders and agents harmless from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from Your use of this Website, from your violation of this Agreement and from any claims of any third party to whom You have disclosed Content. This indemnification and hold harmless obligation will survive this Agreement and Your use of this Website.

LINKS TO THIRD-PARTY SITES

This Website contains hyperlinks to other Websites operated by parties other than MarketGrader, and other resources and advertisers. Such hyperlinks are provided for your reference only.  MarketGrader is not responsible for the availability of these external sites nor is it responsible for any of the contents, advertising, products, or other materials on such external sites. Under no circumstances shall MarketGrader be held responsible or liable, directly or indirectly, for any loss or damage caused or alleged to have been caused in connection with the use of or reliance on any content, goods, or services available on such external site. Any concerns regarding any external link should be directed to its respective site administrator or webmaster. THE INCLUSION OF ANY LINK ON OUR WEBSITE TO ANOTHER WEBSITE DOES NOT IMPLY ENDORSEMENT OF THE OTHER SITE OR ANY ASSOCIATION WITH ITS OPERATION.

INVESTIGATION OF UNLAWFUL CONDUCT

MarketGrader will cooperate fully with federal and state enforcement officials investigating unlawful behavior on this Website, and you agree to do the same. You acknowledge and agree that MarketGrader may preserve content and may disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce this Agreement; (iii) respond to claims that any content violates the rights of third parties; or (iv) protect the rights, property or personal safety of this Website, its users, its subscribers and the public. Please see our Privacy Policy for more details.

1. MODIFICATION OF THESE TERMS AND CONDITIONS

MarketGrader shall have the right at any time to impose, change, or modify the terms and conditions applicable to your use of this Website, or any part thereof, including, but not limited to, content, hours of availability, or to impose new terms and conditions. Such changes, modifications, additions, or deletions shall be effective immediately upon notice thereof, which may be given by means including, but not limited to, posting on the Website a revised version of this Subscription Agreement, and notification by email. If any such change is unacceptable to you, you may terminate your subscriber account as provided in the section below. Any use of this Website by you after such notice (other than to terminate your subscription pursuant to the section below) shall conclusively be deemed to constitute your acceptance of such changes, modifications, additions, or deletions. You agree to review the terms and conditions periodically to be aware of such revisions. You may also be subject to additional terms and conditions imposed by third-party content providers in connection with third-party content, software, or services.

1. TERMINATION

Either Company or you may terminate this Subscription Agreement at any time. Your only recourse for your dissatisfaction with (i) any terms and conditions of this Subscription Agreement, or any policy or practice of MarketGrader in operating this Website, (ii) content available through this Website or any change therein, or (iii) amount or type of fees or billing methods, or any change thereof, is to terminate this Agreement by sending email to support@marketgrader.com. Your notice of termination will be effective upon receipt by MarketGrader. MarketGrader has no obligation to provide you with notice of termination.  Fees paid for any subscription term are paid in advance and are not refundable in whole or in part, provided, however, that in the event of (x) termination by MarketGrader for any reason other than your breach of this agreement or (y) your termination of this Subscriber Agreement for reasons set forth in clause (i), (ii), or (iii) immediately above, in which you identify the termination as resulting from changed terms, MarketGrader shall refund to you a pro-rated portion of the Subscription Fees.

The terms of the Sections 7 through 9, 11 and 12 of this Subscription Agreement shall remain in effect after this Subscription Agreement is terminated by MarketGrader or by You.

Notices and Communications From MarketGrader

All invoices, notices and other communications from Company shall be sent only via email to the email address you provided during signup. Unless prohibited by law, you waive all rights to receive paper or hard copies of invoices, notices and communications from Us.

Choice of Law; Forum and Injunctive Relief

These Terms shall be governed by and construed in accordance with the internal laws of the State of Florida without reference to principles of choice of law, conflicts of law, or comity. Any suit, action or other legal proceeding arising out of these Terms shall be brought in the courts of the State of Florida, County of Miami-Dade. The parties hereby consent to the jurisdiction of such court in any suit, action or proceeding and waive any objection which any party may have to the laying of venue of any such suit, action or proceeding in Miami-Dade County, Florida. Except that, in the event that any suit, action or proceeding arising out of the Subscription Agreement is based on a claim over which exclusive jurisdiction is vested in the Courts of the United States such suit, action or proceeding shall be brought in the Courts of the United States for the State of Florida and venue shall lay in the United States District Court for the Southern District of Florida.

Prior to filing or bringing any legal proceeding against Company, You agree to first notify Us in writing of the claim or claims You will allege against Us in any such legal proceeding. You will include in such notice sufficient detail to enable Company to investigate Your claim. You agree that You waive each and every claim against Company if no legal proceeding or suit is filed within six (6) months from the event giving rise to such claim.

You agree that the trademarks, copyrights and other intellectual property of Company constitute valuable property of Ours and that Your taking of any Prohibited Act will cause Us to suffer irreparable harm. The parties agree that monetary damages in such event would be inadequate to compensate Company. Consequently, upon Your use of Our intellectual property other than as permitted herein or Your taking of a Prohibited Act, Company will be entitled, in addition to such monetary relief as may be recoverable by law, to such temporary, preliminary or permanent injunctive relief as may be necessary to restrain any continuing or further breach by You, without showing or proving any actual damages sustained by Company and without posting any bond.

Miscellaneous 

These Terms and any operating rules for this Website established by Company constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import.

Changes to These Terms and Conditions

We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.

By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the Website and the Service.

For European Union (EU) Users

If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which You are resident.

United States Federal Government End Use Provisions

If You are a U.S. federal government end user, our Service is a “Commercial Item” as that term is defined at 48 C.F.R. §2.101.

United States Legal Compliance

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a “terrorist supporting” country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.

Contact Us

If you have any questions about these Terms and Conditions, You can contact us:

By email: support@marketgrader.com

By using the form on our website: https://www.marketgrader.com/contact-us

By phone: 1.888.529.1767