Please read these terms carefully before you use or purchase any of the Services on this Site.

INTRODUCTION

A. Parties and Purpose: Digital Minds Limited t/a Zignals is a company registered in Ireland under company registration number 442073 and with its registered office at 2nd Floor, Manor House, Church Road, Malahide, Co Dublin. ("Digital Minds", "We" or "Us"). This agreement ("Agreement") is between Digital Minds and You (whether as a "Publisher" or a "Subscriber", as each term is defined further below and together defined as a "User"). This Agreement contains the terms and conditions pursuant to which Digital Minds contracts with You: (a) as a "Subscriber", to allow You to purchase certain digital content on a subscription basis through our website (the "Site") (which may include, without limitation, investment strategies purchased from Publishers through our Site (each a "Strategy", as such term is further defined below) and/or content purchased directly from Digital Minds (the "Digital Minds Content") (the "Strategies" and the "Digital Minds Content" together comprising the "Subscriptions")); and/or (b) as a "Publisher", to submit Strategies or other digital content to be displayed on our Site and potentially purchased by Subscribers through our Site (with (a) and (b) above being together the "Services"). For the purpose of this Agreement "Strategies" means investment strategies submitted by a Publisher for distribution to Subscribers on payment of the applicable fees to Digital Minds (acting as escrow agent for the Publisher) and include all text, information, data, software, executable code, images, audio or video material in whatever medium or form in relation to the submitted Strategy provided to Digital Minds by such Publisher for display on the Site and distribution to Subscribers.

ACCEPTANCE OF AGREEMENT

A. Acceptance: By clicking the "I Accept" button, You acknowledge and agree to be legally bound by this Agreement and the disclaimers herein just as if You had signed this Agreement. If You do not agree to this Agreement, You should not purchase the Subscriptions available on or through this Site (as a Subscriber) nor submit your Strategies to Digital Minds (as a Publisher). This Agreement - together with all updates, additional terms and all Digital Minds rules and policies referred to in this Agreement - collectively constitute the "Agreement" between You and Digital Minds. Upon becoming registered as a User, You consent to the inclusion of your personal data in our Site database and authorise Digital Minds to share such information with other Publishers, Subscriber and Users in accordance with our Privacy Policy for the purpose of the Services. You warrant and represent that You are at least 18 years of age and agree that You may participate in the Services through the submission of Strategies and/or purchase of Subscriptions (including Strategies) as agreed to by Digital Minds. You acknowledge that Your use of the Services and Site as a User is subject to your continued compliance with this Agreement and any policies and guidelines Digital Minds may provide on the Site regarding the Site and/or the Services from time to time.

B. Website Terms: This Agreement forms part of, and is supplemental to, the Website Terms of Use (the "Website Terms") which You agreed to at the time of registering with this Site and which remain applicable to Your access and use of the Site. If any part of the Website Terms are inconsistent with any provision of this Agreement, this Agreement will prevail, but only to the extent of the inconsistency. This Agreement may be supplemented by additional terms and conditions pertaining to specific content and activities (including, without limitation, with respect to the Subscriptions) (the "Additional Terms"). You agree and understand that such Additional Terms are hereby incorporated by reference to this Agreement. If any part of the Additional Terms are inconsistent with any provision of this Agreement, the Additional Term will prevail, but only to the extent of the inconsistency. You are responsible for reviewing this Agreement periodically for changes as by using the Site, including, without limitation by purchasing Subscriptions (including Strategies ) from this Site, (as a Subscriber) or submitting Strategies to the Site (as a Publisher) after We post any changes to this Agreement, You are agreeing to accept those changes, whether or not You have reviewed them. This Agreement may not otherwise be modified, except in writing by an authorised officer of Digital Minds. This Agreement were last amended on 1st February 2010 and We reserve the right, in our sole discretion, to change, modify, add or remove parts of this Agreement at any time.

SUBSCRIPTIONS

A. Application: This section concerns the sale through the Site of Subscriptions to Digital Minds Content to Subscribers by Digital Minds. Separate terms and conditions, as outlined in the "Strategies" section below, apply to the use of the Zignals Marketplace by Users (and, in particular, the uploading of Strategies by Publishers to the Zignals Marketplace and the purchase of Strategies by Subscribers from Publishers through the Zignals Marketplace).

B. Licence: If your payment for the Subscriptions is accepted, Digital Minds grants You a non-exclusive, non-transferable, revocable, limited licence to use the Subscription in question for the time period identified to you at the time of your purchase of the Subscription. This licence to use the Subscription is granted on the terms and conditions of this Agreement and any Additional Terms which Digital Minds may bring to your attention from time to time (including, without limitation, at the time of your purchase of the Subscription in question). Subscriptions are intended for You alone, and are not for resale and You may not use the Subscription or any information comprising the Subscription for any other purposes. Any purported resale or sublicensing of a Subscription is void and a violation of this Agreement. If You are interested in using any part of the Site or the Services for any other purposes, such as your business, please contact Digital Minds directly to discuss your proposed business relationship or your proposed use of the Site. Once content in any Subscription is acquired and You receive such content, it is your responsibility not to lose, destroy, or damage such content, and Digital Minds shall be without liability to You in the event of any loss, destruction, or damage to content which is not due to the negligence of Digital Minds. The delivery of Subscription content does not transfer to You any commercial or promotional use rights in the Subscription content.

C. Cooling-off: If You wish to cancel your Subscription within (7) working days of purchase for any reason (including if You simply change your mind), You may do so if You send Us a notice in writing or other durable medium (including email), but only if delivery of the Subscription has not started or You have not yet been granted access by Digital Minds to the Subscription You have purchased (or ant content of such Subscription). If You exercise your right to cancel as set out in this paragraph, You may claim a refund from Digital Minds, which will be paid as soon as possible, but in any event within thirty (30) days.

STRATEGIES

A. Zignals Marketplace: Among the Services provided by Digital Minds through the Site is an electronic web-based platform for the exchange of Strategies (and other digital content which shall be further defined from time to time but which for the purpose of this Agreement shall be included in the definition of Strategies) between Publishers and Subscribers (the "Zignals Marketplace"). Those Users listing Strategies for sale via the Zignals Marketplace are referred to as Publishers (the "Publishers"), while those users purchasing Strategies via the Zignals Marketplace are referred to as Subscribers (the "Subscribers") with Publishers and Subscribers are collectively defined as "Users". The function of the Zignals Marketplace is to act as a venue to allow Publishers to display, offer, market and sell their Strategies to Subscribers. For the avoidance of doubt, Digital Minds merely provides an exchange facility which operates by linking and matching Publishers and Subscribers and thereby facilitating trade in Strategies between such parties. Trade in Strategies shall be by way of a fixed price transactions between Publishers and Subscribers (the "Transactions"). Digital Minds is neither involved in Transactions between Users nor does Digital Minds represent either the Publisher or the Subscriber in Transactions. Digital Minds does not control and is not liable to or responsible for: (a) the accuracy or reliability of the Strategies (including the content thereof) included on the Zignals Marketplace; (b) the quality, safety, lawfulness or availability of the Strategies offered for sale on the Zignals Marketplace; or (c) the ability of the Publishers or Subscribers to complete a proposed Transaction. There may be risks of dealing with people acting deceitfully or under false pretences. Digital Minds does not verify the identity of Users or the validity of the information which Users post on the Zignals Marketplace. For this reason We encourage You to use the various tools available on the Site, as well as common sense, to evaluate with whom You are dealing. You acknowledge that You are fully assuming the risks of sale when using the Site to conduct Transactions with Subscribers ("Transaction Risks"). You agree that Digital Minds shall not be liable or responsible for any damages that may arise a result of or in connection with any Transaction Risks. Furthermore We are not responsible for ensuring that Subscribers and Publishers actually complete Transactions. The offer, sale, purchase, export or import of any Strategy is not valid and legal merely because it is listed on the Zignals Marketplace, nor do We accept any obligation to protect Subscribers from unsafe or inappropriate Strategies listed for sale on the Zignals Marketplace. You are solely responsible for all of the terms and conditions of the Transactions involving You conducted on, through or as a result of your use of the Zignals Marketplace, including, without limitation, terms regarding payment, warranties, fees, taxes, title, licenses and fines. When using this Site, You accept and agree that Digital Minds is not responsible for the acts or omissions of Users on the Site. In the event that You have a dispute with any party to a Transaction, You agree to release and indemnify Digital Minds (and its agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such Transaction and that any right, claim or action You have against any other User arising from that User's use of the Site, will be pursued independently of and without recourse to Us. For the avoidance of doubt Digital Minds are not responsible for the continuing subscription by any Subscribers to any Strategy.

B. Submission of Strategies: You are personally responsible for: (a) Strategies You submit to Us (including all content and materials comprising such Strategies); (b) adherence to the terms of this Agreement; and (c) the accuracy and completeness of your Strategies. You agree to comply with the specifications, policies and guidelines provided by Digital Minds from time to time to enable proper delivery and display of your Strategies. You must be a registered User in order to post Strategies on the Site. Strategies can be created and posted using the self-help submit and edit tools provided through the Site. Display of a Strategy will depend on a variety of factors, including but not limited to: relevance, originality, Subscriber requests, etc. If You include any hyperlinks in the Strategies, You shall be responsible for ensuring that these hyperlinks will point to reputable websites with non-defamatory or improper communications and/or material. Your right to provide Strategies to this Site is subject to any limits established by Digital Minds. Digital Minds has no obligation to You, and undertakes no responsibility, to review the Strategies to determine whether any such Strategies may result in any liability to any third party. Nevertheless Digital Minds reserves the right to edit your Strategies in their entirety and may also, from time to time, request You to rewrite your Strategies before they will be displayed. Not all the Strategies You submit will be posted on the Site and Digital Minds makes no guarantee regarding the making available of your Strategies or the continuity of your registration as a Publisher. Digital Minds, in its sole discretion, reserves the right to remove any Strategy, or deny access by any Users or other individuals to any Strategy, for any reason or no reason. You retain the right to publish your Strategies in any media at your own discretion, it is expected that You do not have them published in several Sites, since one of the objectives of Digital Minds is to be a unique website of investment strategies. Digital Minds reserves the right in it sole discretion to remove any Strategy displayed on the Site which it reasonably believes is unlawful, could subject Digital Minds or Users to liability, violates this Agreement or is, in Digital Minds' opinion, otherwise inappropriate. Digital Minds reserves the right to cooperate fully with governmental authorities, private investigators and/or injured third parties in the investigation of any suspected criminal or civil wrongdoing or breach of this Agreement. Further, Digital Minds may disclose your identity and contact information, if requested by a government or law enforcement body, an injured third party, or as a result of a subpoena or other legal action, and Digital Minds shall not be liable for damages or results thereof and You agree not to bring any action or claim against Digital Minds for such disclosure. No sales or commercial agency relationship is created between You and Digital Minds, our affiliates, directors, officers or employees by virtue of Digital Minds' display of any of your Strategies on the Site. Digital Minds is not responsible for any consequences arising from the implementation of your Strategies by any party, including without limitation, any Subscribers who purchase your Strategies.

C. Intellectual Property in Strategies: In return for the payment by Digital Minds of any Sale Proceeds which accrue to You, on the terms set out in this Agreement, You hereby grant to Digital Minds a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive, fully transferable, assignable and sublicensable right and license to use, copy, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display the Strategies (in whole or part) You submit to this Site and all related materials and documentation provided by You to Digital Minds in accordance with the purposes set forth in this Agreement and to exercise the copyright, publicity, and database rights You have in such Strategies, in any media now known, not currently known or later developed. In particular this licence permits Digital Minds to: (a) modify, electronically reproduce and distribute, and use and display the Strategies on the Site; (b) reproduce and distribute through any media now known, or hereafter developed, excerpts of the Strategies in advertisements for, and in marketing and promotional materials related to, the Site; and (c) make derivative works, reproduce, publicly perform and display and distribute such derivative works in conjunction with the Strategies through the Site, including in any media now known or hereafter developed.

D. Publisher's Obligations: As a Publisher You hereby represent, warrant and agree to provide Digital Minds with accurate, current and complete Strategies to be displayed on the Site. You further represent, warrant and agree that: (a) You have obtained all necessary third party copyright, trade mark, intellectual property and other licenses and permissions required to submit any Strategies and to allow such Strategies to form part of the Services; (b) You shall be solely responsible for ensuring that any Strategies You submit to the Site do not violate the copyright, trade mark, trade secret or any other personal, intellectual property or proprietary rights of any third party; and (c) You will ensure that all Strategies is submitted to Digital Minds with the full permission of the owner(s) of any such rights. You hereby represent, warrant and agree that Strategies submitted by You to Digital Minds for display on the Site shall not: (i) contain fraudulent information or make fraudulent offers of items or involve the sale or attempted sale of items whose sales and/or marketing is prohibited by applicable law, or otherwise promote other illegal activities; (ii) be part of a scheme to defraud Subscribers to the Site or for any other unlawful purpose; (iii) violate any applicable law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising); (iv) be defamatory, libellous, unlawfully threatening or unlawfully harassing; (v) be obscene or contain or infer any pornography or sex-related merchandising or any other content or otherwise promote sexually explicit materials or be otherwise harmful to minors; (vi) promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, membership of an ethnic community or age; (vii) be used for any direct marketing, surveys, contests or pyramid schemes, or to participate in or cause others to participate in sending chain letters, junk e-mail, spam, duplicative or unsolicited messages, advertising or promotional material; (viii) contain any material that constitutes unauthorised advertising or harassment (including but not limited to spamming), invades anyone's privacy or encourage conduct that would constitute a criminal offence, give rise to civil liability, or otherwise violate any law or regulation; (ix) solicit business from any Users in connection with a commercial activity that competes with Digital Minds; (x) contain any computer viruses or other destructive devices and codes that have the effect of damaging, interfering with or intercepting any software or hardware system, data or Personal Data; (xi) disclose material, non-public information about any company; (xii) impersonate any person, or falsely state or otherwise misrepresent your affiliation with a person or entity; or (xiii) otherwise create any liability for Digital Minds, its affiliates or the Users of this Site. Without limiting the generality of the above, You agree to indemnify and hold harmless Digital Minds on demand in full in respect of any claims arising from your breach of the foregoing warranties (including all costs, claims, damages, losses and expenses arising as a result of any claim or action that the Strategies or any part thereof infringe Intellectual Property Rights belonging to a third party).

E. Transaction Rules: Digital Minds will organise a Transaction upon a Subscriber's request. A sale of a Strategy (a "Sale") takes place when Digital Minds, acting as escrow agent for the Publisher, receives payment for the Strategy the subject of the Transaction from the requesting Subscriber. All costs associated with the Transaction are the sole responsibility of the Publisher (and shall will be deducted from the Sale Proceeds (as defined below)). On the request for the purchase of a Strategy by a Subscriber, the Subscriber will immediately pay Digital Minds a sum equal to the agreed Sale price for the Strategy (the "Sale Proceeds") and Digital Minds will hold the Sale Proceeds in escrow for the Publisher pending successful completion of the Transaction. Thereafter Digital Minds shall release the Strategies to the Subscriber and at that point the Subscriber shall assume sole responsibility for, and all risk with respect to, the Strategy. At the same time the Publisher will provide the Subscriber with a Sales invoice for the Strategy sold. The Sale Proceeds payable to Digital Minds by Subscribers shall include any applicable taxes. All applicable taxes, if any, that may result from Subscribers choosing to purchase Strategies from Publishers via this Site are the sole responsibility of the Subscribers. On a quarterly basis, Digital Minds will transfer the Sale Proceeds held in escrow to the Publisher (less the Transaction Fees (as defined below) payable to Digital Minds and any costs associated with the Transaction). Where the Publisher and the Subscriber are both located in the EU the Publisher will charge the Subscriber for the Strategies plus applicable VAT (unless the Subscriber and Publisher are holders of different valid EU VAT registration numbers, in which case both of these registration numbers will be clearly marked on the Sales invoice). Where the Publisher is registered for VAT in the EU and the Subscriber is established outside of the EU, all export and customs requirements must be satisfied before the Strategy will be released to the Subscriber and the Sale Proceeds will be released to the Publisher. Where the Subscriber who requested the Strategy fails to make payment to Digital Minds then the Transaction shall be cancelled. Digital Minds reserves the right to deny Strategies to any Subscriber for whatever reason in order to protect the interests of Digital Minds, it affiliates and any Users.

F. Transaction Fees: The Publisher will pay Digital Minds a fee of 3.4 percent (%) plus €0.20 of the value of the Sale Proceeds on the terms set out below (the "Transaction Fee"). The Transaction Fee will be deducted from the Sale Proceeds to give the net fees payable to the Publisher ("Net Fees"). Digital Minds will notify the Publisher on a quarterly basis of the Sale Proceeds from all of the Publishers Strategies sold via the Site in the preceding quarter and the Net Fees payable to the Publisher. All Net Fees are exclusive of VAT. As a Publisher You shall disclose to Digital Minds whether or not You are registered for VAT within the European Union. If You are registered, You shall supply Digital Minds with your VAT registration number and details of your place of registration.

G. Transaction Rules - Publishers: As a Publisher, You must make certain You are legally entitled to sell all Strategies submitted by You to the Site. In addition You must ensure that it is lawful to sell such Strategy to the Subscriber (taking into account the operative laws in the jurisdiction where the Subscriber is located). As a Publisher You are entitled to engage in Transactions on the Zignals Marketplace only if You are the actual Publisher of the Strategy listed. Any form of brokering or agency arrangements whereby You conduct Transactions on the Zignals Marketplace on behalf of third parties or with the intention of selling the Strategies on behalf of third parties are strictly prohibited and will not be tolerated by Digital Minds. Any Publisher found to be engaging in such brokering or agency practices will immediately have their access to and right to use the Site and, in particular, the Zignals Marketplace, terminated. You must carefully, accurately and honestly describe the Strategies being sold. At no point will Digital Minds be responsible for the description of any Strategy provided by You acting as a Publisher. You undertake not to engage in any practices that involve the manipulation of the price of any Strategy or the interference with another Publisher's listing(s). You undertake not to make direct contact with any Subscriber, without obtaining the prior written permission of Digital Minds. Without limitation, You must not: (a) act as a Subscriber in a Transaction where You are the Publisher, or arrange for any other person to do so on your behalf; (b) independently contact Subscribers in a listing where Strategies are listed for sale in order to offer similar items to the Subscriber in that listing; or (c) use a false Publisher ID.

H. Transaction Rules - Subscribers: A Subscriber is legally obliged to conclude a Transaction with a Publisher for a Strategy on the Zignals Marketplace if You requests a Strategy listed on the Zignals Marketplace from a Publisher via the Zignals Marketplace unless: (a) the Transaction is prohibited by this Agreement or by local or international law; or (b) Digital Minds cannot authenticate the Publisher's or Subscriber's identity. Subscribers shall agree to be bound by the Sale terms included in the Strategy or description thereof when buying from a Publisher unless such Sale terms are in breach of this Agreement or are otherwise unlawful. A Subscriber is entitled to place purchase requests on the Zignals Marketplace only if it is the intended Subscriber of the Strategies requested. Any form of brokering or agency arrangements whereby Users conduct or engage in Transactions or bids on the Zignals Marketplace on behalf of third parties or with the intention of selling a Strategy on to third parties are strictly prohibited and will not be tolerated by Digital Minds. Any Subscriber found to be engaging in such brokering or agency practices will immediately have their access to and right to use the Site and, in particular, the Zignals Marketplace, terminated.

SUBSCRIPTION FEES AND RENEWALS

Payment: You shall maintain an account with Paypal (being the payment medium in respect of payments and receipts between Digital Minds and You) or other payment mechanism identified by Digitals Minds from time to time ("Account"). You agree to pay for all Subscriptions (including any Strategies) You purchase through the Site and that Digital Minds may charge your Account for any Subscriptions purchased and for any additional amounts (including any taxes and late fees, as applicable) as may be accrued by or in connection with your purchase of a Subscription. You are responsible for the timely payment of all fees in respect of your Subscriptions and for providing Digital Minds with a valid Account details for payment of all fees. All fees will be billed to the Account You designate during the purchase of the Subscription (so long as acceptable to Digital Minds). Prices and availability of Subscriptions are subject to change at any time with respect to future purchases only. Subscribers are responsible for all tax, duties and fees. Payment for your Subscription, including any renewals, is due in advance of the Subscription period.

Renewals: Your Subscription will continue through to the end of the Subscription period. If the Subscription permits automatic renewal, and unless You inform Digital Minds otherwise, You authorize Digital Minds to charge your previously provided Account automatically in order to renew your Subscription upon Digital Minds's then-current pricing for the renewal. Digital Minds will attempt such a charge no sooner than thirty (30) days before the expiration of an annual Subscription and five (5) days before the expiration of a monthly Subscription. Upon receipt of funds, your Subscription shall automatically renew for another term of the paid-for duration and You shall be notified of such renewal. UNLESS YOU NOTIFY US THAT YOU WISH NOT TO RENEW A SUBSCRIPTION, WE WILL AUTOMATICALLY ENGAGE IN THIS PROCESS FOR SO LONG AS WE CONTINUE TO OFFER THE SUBSCRIPTION. IF YOU WISH TO NOT TO RENEW OR TO CHANGE THE SUBSCRIPTION, YOU MUST NOTIFY US BEFORE THE TIMES INDICATED ABOVE ON WHICH RENEWAL CHARGES MAY BE MADE BY DIGITAL MINDS.

INTELLECTUAL PROPERTY RIGHTS

A. Digital Minds IPR: While title to and ownership of all Intellectual Property Rights embodied by or otherwise incorporated into the Strategies shall remain with the Publisher, You acknowledge and agree that: (a) the Services, including but not limited to Subscription content, Digital Minds Content, graphics, user interface, audio clips, editorial content, and the content, scripts and software used to implement the Services and on the Site, contains proprietary information, material and IPR that are owned by Digital Minds and/or its licensors, and are protected by applicable intellectual property and other laws, including but not limited to copyright; and (b) You will not use such IPR and proprietary information or materials in any way whatsoever except for use of the Services in compliance with the terms of this Agreement. No portion of the Services may be reproduced in any form or by any means, except as expressly permitted hereunder. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Services, in any manner, and You shall not exploit the Services in any unauthorised way whatsoever. You further agree not to attempt to, or encourage or assist any other person to, circumvent, modify, reverse-engineer, decompile, disassemble, or otherwise tamper with any part of the Subscription content, any other technology or software that is part of the Services or used to administer the Site or interfere with, remove or alter any rights management information on the Subscription content for whatever reason. Any and all Subscriber and Publisher data (such as name, address and e-mail address) that is collected, whether through any user registration process or otherwise, shall be owned by Digital Minds. At no time during the term of the Agreement or thereafter shall You attack, challenge or file any application with respect to any IPR of Digital Minds. You agree that You shall not copy, reproduce or download any Subscription or Site content for the purpose of: (a) re-selling or re-distributing such content; (b) mass mailing (via emails, wireless text messages, physical mail or otherwise); (c) operating a business that competes with Digital Minds; or (d) otherwise commercially exploiting such content. Any systematic retrieval of Subscription or Site content to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from Digital Minds is strictly prohibited. All rights not otherwise claimed under this Agreement or by Digital Minds are hereby reserved. Please notify Us immediately if You become aware of any infringement of any IPR on the Site. In this Agreement "Intellectual Property Rights" or "IPR" means all intellectual property rights wherever in the world arising, whether registered or unregistered, including copyright, know-how, confidential information, trade secrets, business names and domain names, trade marks, trade names, service marks, trade dress, logos, URLs or identifying slogans, patents, petty patents, utility models, design rights, semi-conductor topography rights, database rights and all rights in the nature of unfair competition rights or rights to sue for passing off and, in each case, including all applications (and rights to apply) for, and renewals, extensions or revivals of, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist, now or in the future, in any part of the world.

B. Third Party Content: The Site includes certain information provided by third-party providers, including Publishers of Strategies (the "Third Party Content"). Neither Digital Minds nor the provider of Third Party content shall have any liability for any errors or delays in the substance, content, provision, or availability of Third Party Content, or for any actions taken in reliance thereon. The Third Party Content may also be protected by IPR or other laws, and owned or controlled by the party credited as the provider of the content, software, or other materials.

DISCLAIMERS

A. Warranties: While Digital Minds will provide the Services with reasonable care and skill, Digital Minds does not make any other promises or warranties about the Services. In particular THE SITE, THE FEATURES ON THE SITE AND THE SERVICES AND ANY INFORMATION ON THIS SITE (INCLUDING FOR THE AVOIDANCE OF DOUBT, THE SUBSCRIPTIONS AND THE STRATEGIES) ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND DIGITAL MINDS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS, HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, TERMS AND CONDITIONS WHICH ARE NOT EXPRESSLY CONTAINED IN THIS AGREEMENT WHETHER, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. DIGITAL MINDS GIVES NO WARRANTY THAT THE QUALITY OF ANY SERVICES, INFORMATION, OR OTHER MATERIAL THAT YOU PURCHASE OR OBTAIN FROM THE USE OF OUR SITE OR SERVICES WILL MEET YOUR EXPECTATIONS OR THAT ANY ERRORS WILL BE IMMEDATELY CORRECTED. YOU EXPRESSLY AGREE THAT YOU WILL ASSUME THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF THE SERVICES AND THE ACCURACY OR COMPLETENESS OF THE SITE AND SUBSCRIPTION CONTENT (INCLUDING WITHOUT LIMITATION IN THE STRATEGIES), OR FOR ANY ACTIONS TAKEN OR NOT TAKEN IN RELIANCE THEREON. It shall be your own responsibility to ensure that the Subscriptions and the Services or information available through the Site meet your specific requirements.

B. Not Professional / Investment Advice: Digital Minds is not an investment advisor. No advice or information, whether oral or written, obtained by You from Digital Minds or through or from the Site shall create any warranty not expressly stated herein. The information contained in the Subscriptions or otherwise on the Site is provided for general informational, educational and entertainment purposes. It is not intended as, and You should not construe it as any of the following: investment, tax, accounting or legal advice; an endorsement, recommendation or sponsorship of any stock, company, security, fund or investment; or as an offer or solicitation of an offer to buy or sell any stock, company, security, fund or investment. It is not a substitute for obtaining professional advice from a qualified person, firm or corporation familiar with your personal situation, needs, objectives and circumstances. Please seek the advice of professionals, as appropriate, regarding the evaluations of any specific security, report, opinion, advice or other content. The Services, the Subscriptions, the Strategies and the Site contain standardized, non-customized and non-personalized information; they are not personalized advice and are not based upon your personal circumstances, needs, objectives or risk tolerances. You agree that this Site, its directors, its employees and its agents will not be liable for any investment decision made or action taken by You, any Subscriber or any others based upon reliance on news, information, opinion or any other material published through our Services or Site (including that forming part of the Strategies on the Site).

C. Your Risk: Any Services or material uploaded or downloaded or otherwise obtained through the Site by You (including, without limitation, Subscriptions) is done at your sole discretion and risk and You are solely responsible for any damage to your computer system or loss of data that may result from the download of any such material. Under no circumstances shall Digital Minds be held liable for any delay, failure or disruption of the content or services delivered through the Site (including without limitation, the Services) resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labour disputes, riots, insurrections, civil disturbances, shortages of labour or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties. You shall be responsible for backing up your own system, including any Subscription content purchased from the Site that are stored on your system. Although the Site is accessible worldwide, not all Subscriptions (including, without limitation, Strategies) on the Site are available to, or appropriate for, all persons or in all geographic locations. Digital Minds reserves the right to limit, in its sole discretion, the provision of any Subscription (including, without limitation, Strategy) to any person or geographic area it so desires. Any offer for any Subscriptions (including, without limitation, Strategies) made in or through the Site is void where prohibited. You agree that from time to time Digital Minds may remove the Services for indefinite periods of time, or cancel the Services at any time for technical or operational reasons and will, to the extent practicable, notify You of this.

D. Application: These disclaimers apply to the fullest extent permitted by applicable law.

LIMITATION OF LIABILITY

A. Exclusions: Nothing in this Agreement shall operate to exclude or limit either party's liability for: (a) death or personal injury caused by its negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability which cannot be excluded or limited under applicable law. Subject to the foregoing sentence, under no circumstances will the Released Parties, be liable for direct, indirect, incidental or consequental damges or for any loss of profit, anticipated profits, revenues, anticipated savings, data, goodwill or business opportunity (in each case whether direct or indirect) whatsoever or howsoever arising or any other type of damages resulting from the use, uploading or downloading of any material on our Site, even if We have been advised of the possibility of such damages. To the maximum extent permitted by applicable law, a Released Party (as defined below) shall not be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from (a) any errors in or omissions from the Subscriptions available or not included therein (including, without limitation, in relation to the Strategies); (b) the unavailability or interruption to the supply of the Subscriptions or the Site or any features thereof or any information therein; (c) Subscribers use or misuse of the Subscriptions (regardless of whether You received any assistance from a Released Party in using or misusing the Subscriptions); (d) your use of any equipment in connection with the Subscriptions; (e) the content of the Subscriptions (including, without limitation, in relation to the Strategies); (f) any delay or failure in performance beyond the reasonable control of a Released Party; (g) breach by You of any term of this Agreement; or (h) a decision by Digital Minds to remove or refuse to process any information or content, to warn You, to suspend or terminate your access to the Service, or to take any other action during the investigation of a suspected violation of this Agreement or as a result of Digital Minds' conclusion that a violation of this Agreement has occurred. "Released Party" means Digital Minds, our affiliates, and any officer, director, employee, subcontractor, agent, licensee, successor, or assign of Us or our affiliates.

B. Digital Minds Liability: THE AGGREGATE LIABILITY OF THE RELEASED PARTIES IN CONNECTION WITH ANY OTHER CLAIM ARISING OUT OF OR RELATING TO THE SITE AND/OR THE SERVICES (INCLUDING THE SUBSCRIPTIONS) SHALL NOT EXCEED: (A) IN THE CASE OF A SUBSCRIBER, THE AMOUNT OF FEES PAID FOR THE SUBSCRIPTION TO WHICH THE CLAIM RELATES; AND (B) IN THE CASE OF A PUBLISHER, THE FEES PAID ON BY US TO YOU IN RELATION TO THE SALE OF YOUR STRATEGIES TO SUBSCRIBERS VIA THE SITE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOUR RIGHT TO RECOVER THESE AMOUNTS SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH YOU MAY HAVE AGAINST ANY RELEASED PARTY. Our liability to You for loss or damage of any kind (including loss or damage caused by negligence) is reduced to the extent that You caused or contributed to that loss or damage.

C. Indemnity: You hereby agree to indemnify and hold the Released Parties harmless, from any and all losses, claims, demands, liabilities (including legal costs on a full indemnity basis) which may arise from your use of the Site (including, but not limited to, the display of your Strategies on the Site and the Sale of Strategies via the Zignals Marketplace) or from your breach of this Agreement. You further agree that Digital Minds is not responsible and shall have no liability to You, for any material posted by others, including defamatory, offensive or illicit material and that the risk of damages from such material rests entirely with You. Digital Minds reserves the right, at it own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by You, in which event You shall cooperate with Digital Minds in invoking any available or appropriate defences.

TERMINATION

If You fail, or Digital Minds has strong grounds to believe that You have failed, to comply with any of the provisions of this Agreement, including, but not limited to,: (a) failure to make payment of fees due; (b) failure to provide Digital Minds with a valid Account or with accurate and complete User information; or (c) infringement or other violation of third parties' rights, Digital Minds, at its sole discretion, may: (i) terminate this Agreement and/or your User account (and You will remain liable for all amounts due under your User account up to and including the date of termination); and/or (ii) prohibit your access to the Services and/or the Site (or any part thereof). Digital Minds shall not be liable in any respect in relation to the termination of this Agreement. Digital Minds reserves the right to modify, suspend, or discontinue the Services (or any part or content thereof) at any time and Digital Minds will not be liable. To the extent reasonably possible, Digital Minds will warn You in advance of any modification, suspension or discontinuation of the Services. Termination of the Services will not affect the Subscriptions that You have already acquired.

PERSONAL DATA

The following applies to any information You provide to Us during the purchase and/or use of the Subscription: (a) You authorise Us to use, store or otherwise process any Personal Data which relates to and/or identifies You, including but not limited to, your name and address, to the extent reasonably necessary to provide the Services which are available through our Site by Us, our partners, successors (including the purchaser of the whole or part of our business), associates, sub-contractors or other third parties (together the "Partner Companies"). These Partner Companies may be located in countries outside the EEA that do not have laws to protect your information. Details of the companies and countries involved in your case will be provided on request. If You would like to request such information or review or modify any part of your Personal Data then You should email Us at feedback@zignals.com. (b) If You obtain or choose to buy Services through our Site then We may collect information about your buying behaviour and if You send Us personal correspondence such as emails or post reviews or other messages on the bulletin boards on, or in the chat areas of, our Site then We may collect this information into a file specific to You (together, the various purposes set out in this paragraph and in our Privacy Policy shall be known as the "Purposes"). All such information collected by Us shall be referred to in these terms and conditions as "Personal Data". (c) You must ensure that the Personal Data You provide is accurate and complete and that all registration details (where applicable) contain your correct name, address and other requested details. For more information about how We deal with your Personal Data, please read our Privacy Policy. By accepting this Agreement, You agree to the processing and disclosure of the Personal Data for the Purposes. If You would like to review or modify any part of your Personal Data then You should email Us at feedback@zignals.com.

SECURITY

You are solely responsible in all respects for all use of and for protecting the confidentiality of any username, email verification and password ("Login") that may be given to You or selected by You for access to this Site and the Subscriptions your purchase. Any Login issued by Us to You is personal and confidential to You. You may not share with or transfer your Login to any third parties. If We suspect that any Login is being used by an unauthorised User or a different User to the person to whom it was issued, that Login may be cancelled. You must notify Digital Minds immediately of any unauthorised use of them or any other breach of security regarding our Site that comes to your attention.

BLOGS

Blogs, commentary and articles on the Site are provided for informational, educational and entertainment purposes only. Certain blogs and articles may be available on the Site without a Subscription while access to other shall require You to purchase a Subscription to access the content in question. All blogs and articles are part of Digital Minds's business publications or newsletters of general and regular circulation and provide standardized, non-customized and non-personalized information that is not based upon your personal circumstances, needs, objectives or risk tolerances.

GENERAL

A. Dispute Resolution: Disputes between You and Digital Minds regarding this Site, Your Subscriptions (including Strategies) and/or our Services may be reported to Digital Minds. For disputes arising between a Subscriber and a Publisher (the "Transaction Parties") regarding any Transaction resulting from the Zignals Marketplace, the Transaction Parties shall attempt to have the dispute resolved by use of a mediation or other alternative dispute resolution ("ADR") procedure as agreed between the Transaction Parties, each acting in good faith. Unless otherwise agreed, the Transaction Parties will share equally the costs of any ADR, and the use of mediation or other ADR procedure shall be without prejudice to the rights of the Transaction Parties in all respects if the mediation or other ADR procedure does not achieve an agreed resolution to the dispute. For the avoidance of doubt, Digital Minds will have no involvement in any ADR procedure and the cost of such ADR procedure will be fully borne by the Transaction Parties and not by Digital Minds.

B. Notices: Any notice or other communication under this Agreement shall only be effective if it is in writing and sent to Digital Minds at the following address feedback@zignals.com marked for the attention of Declan Fallon. All notices or demands to You shall be effective if either delivered personally, sent by courier, certified mail, by facsimile or email to the last-known correspondence, fax or email address provided by You to Digital Minds, or by posting such notice or demand on an area of the Site that is publicly accessible without a charge. Notice to You shall be deemed to be received by You if and when: (a) Digital Minds is able to demonstrate that communication, whether in physical or electronic form, has been sent to You; (b) immediately upon Digital Minds' posting such notice on an area of the Site that is publicly accessible without charge; or (c) at the latest, twenty-four (24) hours after an email is sent to You, unless We receive notice that the email address is invalid and an alternative email address has been provided to Us. As a registered Publisher, You must notify Digital Minds, and any other parties with whom You are communicating with arising from a Transaction, of a change to your notice details. If You have any complaints, You should direct them to Us via email at feedback@zignals.com.

C. Entire Agreement: This Agreement, the Website Terms and the Privacy Policy (and any Additional Terms which may apply from time to time on the terms set out in Clause 2.B above) constitute the entire agreement between You and Digital Minds with respect to the subject matter hereof, superseding any prior written or oral agreements in relation to the same subject matter. This Agreement will prevail over any conditions of sale imposed by You whether in relation to a Transaction or otherwise. In the event of any conflict or inconsistency between any provision of this Agreement and any provision of the Website Terms, such conflict or inconsistency shall (except as otherwise expressly provided or agreed) be resolved in a manner favourable to Digital Minds and/or its affiliates, and only to the extent that such conflict or inconsistency cannot be so resolved, the provisions of this Agreement shall prevail.

D. No Partnership: You and Digital Minds are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

E. Severability: If a court, or other competent authority, holds any of the terms of this Agreement to be unlawful, void, or for any reason unenforceable, in whole or part, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions. Digital Minds will attempt to substitute the unenforceable clause with a valid and enforceable provision, which achieves to the greatest extent possible the economic, legal and commercial objectives of the invalid or unenforceable provision.

F. Interpretation: Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Unless the context otherwise requires, words importing the singular include the plural and vice versa, words importing the masculine include the feminine and vice versa and words importing persons include corporations and vice versa. Any reference to a day, week, month or year shall be taken as a reference to a calendar day, week, month or year.

G. No Waiver: Digital Minds' failure to exercise or delay in exercising a right or remedy provided by this Agreement or by law does not constitute a waiver of those or any other rights or remedies.

H. Assignment: Digital Minds shall have the right to assign its obligations and duties under this Agreement to any person or entity. You do not have the right to assign your obligations and duties under this Agreement without the prior written consent of Digital Minds.

I. Law and Jurisdiction: This Agreement is governed by, and shall be construed in accordance with, the laws of Ireland. The courts of Ireland have exclusive jurisdiction to hear and decide any suit, action or proceedings, and to settle any disputes, which may arise out of or in connection with this Agreement and, for these purposes, each party irrevocably submits to the jurisdiction of the courts of Ireland. Your country and/or that of any User You communicate or trade with on this Site may have laws which apply to Transactions with other Users. These laws may apply regardless of what You agree with any User or with Digital Minds and as a result there may be additional legal requirements applicable to your use of the Service and the Site to what is stated in this Agreement. You agree to conform and comply with all applicable domestic and international laws and regulations regarding your use of the Site and the Services including, without limitation, regarding the listing, purchasing, solicitation and conclusion of Transactions.