1. INTRODUCTION
This Terms of Use Agreement (the "Agreement" and the "Terms") is made by and between CLOUDTRADE LLC, a Michigan corporation ("CloudTrade", the "Company", "Us", "We" and "Our") and you ("You," "Your" or "User"). This Agreement contains the terms and conditions that govern your use of any of the CloudTrade websites located at http://www.cloudtrade.com, its content, the software and the associated materials made available through this website (collectively, the "Site"). The Site is an interactive website that provides a collection of online resources and forums, digital content storage facilities, resources and the like (collectively, the "Services"). In addition, some of the Services allow you to access, submit and display postings, messages, text, files, images, photos, video, sounds or other materials (collectively, "Content").

2. AGREEMENT
By using the Site or Services in any way or simply by accessing the Site or Services signifies Your constructive and actual notice and knowledge of, and Your agreement to be bound by, the most current version of the Terms as posted on the Site.

From time to time, CloudTrade may define and post on the Site additional Service-specific terms, rules, codes of conduct or guidelines ("Guidelines") that govern such specified Service. In the event of a discrepancy between these Terms and the Guidelines by CloudTrade, including the Privacy Policy located at http://www.cloudtrade.com/privacypolicy.jspl, these Terms shall control. In no way shall this provision be construed to incorporate, acknowledge or make any recommendation regarding third-party Terms and Conditions, for example, terms and conditions that may govern Your use of any third-party website or Content. It is solely Your responsibility to ensure that Your use of any and all third-party website or Content is in compliance with any and all third-party requirements.

If you do not wish to be bound by this Agreement and its Terms, do not use the Site or Services. If you have already established an Account under Section 4 and You do not wish to continue to be bound by this Agreement, you should terminate Your Account in accordance with Section 15 of this Agreement.

IMPORTANT! THESE TERMS AND GUIDELINES GOVERN YOUR USE OF THIS SITE AND SERVICES, WHICH IS PROVIDED BY CLOUDTRADE. THESE ARE SUBJECT TO CHANGE BY CLOUDTRADE AT ANY TIME IN ITS DISCRETION AND YOU ARE ENCOURAGED TO REVIEW THE MOST CURRENT TERMS AND GUIDELINES EACH TIME YOU VISIT THE SITE. YOUR USE OF THIS SITE AFTER SUCH CHANGES ARE IMPLEMENTED CONSTITUTES YOUR ACKNOWLEDGMENT AND ACCEPTANCE OF THE CHANGES.

3. ACCESS TO THE SITE, SERVICES AND YOUR RESPONSIBILITIES

A. To access the Site or some of the Services it has to offer, you may be asked to (i) provide certain registration details or other information; and (ii) to establish a CloudTrade account specific to You ("Your Account").

B. To create Your Account, Log-In and/or to participate in any Services, You must qualify and agree to the conditions set forth below. Failure to qualify and continuously abide by any of the following conditions constitutes a breach of this Agreement. Specifically, You agree that:

1. You are either (i) the age of legal consent; or (ii) you are a minor over the age of sixteen (16) years old and have obtained your parent's (or your legal guardian's) permission – for accessing the Site and Services under the laws of any jurisdictions that apply to You. We expressly reserve the right (but do not have the obligation) to request proof of age, at any time;
2. All information that You provide in Your registration form for the purposes of establishing Your Account is true and correct and You will promptly notify us of any changes to such information;
3. You acknowledge that in establishing Your Account You have provided us with certain personal information about You. While we normally keep this information confidential, You agree that it may be necessary, from time to time, for Us to disclose certain personal information to third parties and You consent to all such disclosures. Please see our Privacy Policy for further information;
4. Your Account is for Your sole use only and must not be used by any third party. You shall not allow any third party to use Your Account, password, Log-In or User ID to access or use the Site to arrange, enter, and/or participate in Services, or for any other purposes. We take no responsibility for any third party access to Your Account;
5. You have verified and determined that Your use of the Site Services does not violate any law or regulation in any jurisdiction that applies to You. It is Your sole responsibility to ensure that this is the case;
6. You fully understand the methods, rules and procedures of the Services, and Your use of the Site and Services will always comply fully with this Agreement, the Privacy Policy and any applicable Rules or Guidelines;
7. You will not engage in any conduct that injures or may injure the business, reputation or goodwill of CloudTrade;
8. Your use of the Site, Services and Your Account is for Your personal use only and it will not be used by You for commercial purposes or in the course of any trade or business;
9. You possess the legal authority to enter into this Agreement including the authority to accept all of these Terms;
10. You shall not infringe or encroach upon CloudTrade's or any third party's personal, contractual or proprietary rights, including, without limitation, patents, trademarks, copyrights, rights of privacy or publicity or trade secrets;
11. You are physically located in a U.S. State, or a jurisdiction located outside the United States, in which participation in Site or Services is not prohibited by the law of that State or jurisdiction;
12. You will not use the Site or Services for fraudulent or otherwise illegal purposes; should you learn that any User is using the Site or Services for fraudulent or otherwise illegal purposes, you will immediately notify Us in writing;
13. You understand that We may monitor Your Internet access location, without creating an obligation to do so, and may use techniques which are intended to block or restrict access from a jurisdiction in which participation in the Site and Services is illegal or restricted; and
14. You will not mask your identify in any way, including without limitation, IP masking by accessing the Site or Services over any type of Proxy Server, through IP masking software or the like.

WE DO NOT WARRANT THAT OUR SITE AND/OR SERVICES ARE IN COMPLIANCE WITH ALL THE LAWS AND REGULATIONS IN ANY LOCALITIES, INCLUDING YOUR LOCALITY. IT IS YOUR RESPONSIBILITY TO ENSURE COMPLIANCE WITH THE LAWS AND REGULATIONS OF YOUR LOCALE. BE CERTAIN TO USE THE SERVICES AND PARTICIPATE IN THE SITE OR SERVICES ONLY AFTER YOU HAVE DETERMINED IN GOOD-FAITH THAT THEY ARE IN COMPLIANCE WITH STATE, LOCAL AND OTHER GOVERNING LAWS AND REGULATIONS.

4. YOUR ACCOUNT
You may only have one (1) Account. You are prohibited from holding more than one Account. Your single Account must be registered under Your current full legal name, Your email address and your current permanent residential address. Should You attempt to create more than one (1) Account under Your current legal name or any other name, to use the Services under any other Account, or to create an Account using a name other than Your current legal name, we will be entitled to immediately terminate Your Account under Section 15 of this Agreement.

You must choose a Log-In and password during Account registration. You are solely responsible for all actions taken using Your Log-In and password. You must make every effort to keep Your password safe and should not disclose it to anyone. You shall not permit, either directly or indirectly, any other person to use Your Log-In or password. We are not responsible for any losses or problems You suffer as a result of Your disclosure of Your Log-In or password information to anyone else.

To access all or some of the Services, You must have previously established a valid Account as provided herein. Further, You must meet all the conditions described throughout these Terms. You agree and understand that We collect data relating to Your Log-In, Your use of the Services, and Your other Account activity and that some of this information may be made public.

5. VERIFICATION OF YOUR ACCOUNT INFORMATION
CloudTrade reserves the right (but does not undertake the obligation) to conduct a review, at any time, to validate Your Account information, as collected under Section 4 or otherwise, to ensure that Your participation in the Site and Services do not breach this Agreement and/or any applicable law. You authorize Us and our agents to make any inquiries of You and for us to use and disclose to any third party we consider necessary to validate this information. To facilitate the foregoing validation, You agree to provide sufficient information or documentation as CloudTrade, in its discretion, may request. If you do not provide such information within thirty (30) days of our request, your responses are incomplete or otherwise insufficient, or CloudTrade cannot verify the information applicable to Your Account submitted pursuant to Section 4, Your Account will be terminated pursuant to Section 15.

6. PROMOTIONS
CloudTrade may contain or offer promotions which may be governed by a separate set of rules that describe the promotion and may have eligibility requirements, such as certain age or geographic area restrictions. It is your responsibility to read those rules to determine whether or not your participation, registration or entry will be valid or restricted, and to determine any requirements of You in connection with the applicable promotion.

7. RESTRICTIONS ON USE
You may use this Site only for purposes expressly permitted by this Site. You may not use this Site for any other purpose, including any commercial purpose, without CloudTrade's express prior written consent. For example, you may not (and may not authorize any other party to) (i) co brand this Site, or (ii) frame this Site, or (iii) hyper-link to this Site, without the express prior written permission of an authorized representative of CloudTrade. For purposes of these Terms of Use, "co branding" means to display a name, logo, trademark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute this Site or Content accessible within this Site. You agree to cooperate with CloudTrade in causing any unauthorized co-branding, framing or hyper-linking immediately to cease.

8. PROPRIETARY INFORMATION
The material, Content, computer code, including but not limited to the design, structure, selection, coordination, expression, "look and feel" and arrangement of such Content accessible from this Site, and any other World Wide Web site owned, operated, licensed, or controlled by CloudTrade is the proprietary information of CloudTrade or the party that provided the Content to CloudTrade, and CloudTrade or the party that provided the Content to CloudTrade retains all right, title, and interest in this Content. Accordingly, unless otherwise provided by these Terms of Use or a separate license agreement for any CloudTrade software, no part of the Site and no Content may be copied, distributed, republished, uploaded, posted, or transmitted in any way (including "mirroring") without the prior written consent of CloudTrade.

In any event, You may not remove or alter, or cause to be removed or altered, any copyright, trademark, trade name, service mark, or any other proprietary notice or legend appearing on any of the Content. Modification or use of this Content except as expressly provided in these Terms of Use violates CloudTrade's intellectual property rights. Neither title nor intellectual property rights are transferred to you by access to this Site.

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

You may not copy, download, modify or create derivate works, rent, lease, loan, distribute, re-use, adapt, publish, transmit, attempt to decompile, decipher, disassemble, reverse engineer, decrypt or otherwise use or exploit any software or other works or Content from the Site unless We have expressly allowed You to do so. You agree that all proprietary rights, including all trademark, copyright, patent or trade secret rights, inherent in such software, works and Content is owned by Us or applicable third parties.

9. HYPER-LINKS, THIRD PARTY CONTENT, SITES AND SERVICES

A. Generally. The Site and Content available through the Services may be hyper-linked to other sites and/or contain features and functionalities which are not maintained by, or related to, CloudTrade. Such links, Content and Services (including, web sites, directories, servers, systems, networks, databases, information, programs, software products or services) are provided as a service to users and are not sponsored by or affiliated with this site or CloudTrade. Your interactions, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations, entities or individuals.

CloudTrade has not reviewed any or all of such Sites, Content or Services and is not responsible therefore and such Sites, Content and Services are to be accessed at the user's own risk. CloudTrade makes no representations or warranties about the Content, completeness or accuracy of these hyper-links or the sites hyper-linked to this Site. Further, the inclusion of any hyper-link to a third-party site does not necessarily imply endorsement by CloudTrade of that site.

B. Sponsored Links. Advertisements are provided by a third party provider. Please contact the third party provider if you have any concerns about any advertisement. CloudTrade is not responsible for, and has no liability for, any advertisement.

10. INFORMATION OR CONTENT THAT YOU PROVIDE

A. Generally CloudTrade does not claim any ownership rights in any content that you may choose to post to or make available through the Site ("User Content"). After posting or making your User Content available through the Site, you continue to retain all ownership or license rights in your User Content and you continue to have the right to use your User Content as you choose. However, by posting or making available your User Content through the Site, you hereby grant to CloudTrade a royalty-free, perpetual, irrevocable, unrestricted worldwide, non exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display (whether by means of a digital transmission or otherwise) all Your User Content, remarks, suggestions, ideas, graphics, or other information that You post, send, submit, publish, transmit, communicate, provide or otherwise transfer to CloudTrade or through the Site (together, the "Submission"), and to incorporate any Submission in other works in any form, media, or technology now known or later developed, including but not limited to(a) adapting the format of your User Content (for example by encoding or transcoding) for suitable display on the Site; (b) generating digital content and posting them to publicly-viewable items pages associated with your CloudTrade user account; and (c) displaying, in CloudTrade's sole discretion, digital content in search results generated by the CloudTrade search engine.

Unless otherwise stated, CloudTrade will not be required to treat any Submission as confidential, and may use any Submission in its business (including without limitation, for products or advertising) without incurring any liability for royalties or any other consideration of any kind, and will not incur any liability as a result of any similarities that may appear in future CloudTrade operations.

CloudTrade will treat any personal information that you submit through this site in accordance with its Privacy Policy located at http://www.cloudtrade.com/privacypolicy.jsp.

B. Use in CloudTrade's Sole Discretion CloudTrade reserves the right, in its sole discretion, at any time, to remove User Content for any reason whatsoever.

C. Restrictions

1. Your Submissions must not include material that:

• you do not have the right to post, including proprietary material of any third party;
• advocates illegal activity or discusses an intent to commit an illegal act;
• is vulgar, obscene, pornographic, or indecent;
• does not pertain directly to this Site;
• threatens or abuses others, libels, defames, invades privacy, stalks, is obscene, pornographic, racist, abusive, harassing, threatening or offensive;
• seeks to exploit or harm children by exposing them to inappropriate content, asking for personally identifiable details or otherwise;
• infringes any intellectual property or other right of any entity or person, including violating anyone's copyrights or trademarks or their rights of publicity;
• violates any law or may be considered to violate any law;
• impersonates or misrepresents your connection to any other entity or person or otherwise manipulates headers or identifiers to disguise the origin of the content;
• advertises any commercial endeavor (e.g., offering for sale products or services) or otherwise engages in any commercial activity (e.g., conducting raffles or contests, displaying sponsorship banners, and/or soliciting goods or services) except as may be specifically authorized on this Site;
• solicits funds, advertisers or sponsors;
• includes programs which contain viruses, worms and/or Trojan horses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications;
• disrupts the normal flow of dialogue, causes a screen to scroll faster than other users are able to type, or otherwise act in a way which affects the ability of other people to engage in real time activities via this Site;
• amounts to a ‘pyramid' or similar scheme;
• disobeys any policy or regulations established from time to time regarding use of this Site or any networks connected to this Site; or
• contains hyper-links to other sites that contain content that falls within the descriptions set forth above.

2. You also represent that you will not:

• Use the Site to sell a product or service, or to increase traffic to your website for commercial reasons, such as advertising sales;
• Use, display, mirror, frame or utilize framing techniques to enclose the Site, or any individual element or materials within the Site, including but not limited to search results, the CloudTrade™ name, any CloudTrade trademark, logo or other proprietary information, the content of any text or the layout and design of any page or form contained on a page, without CloudTrade's express written consent;
• Access, tamper with or use non-public areas of the Site, CloudTrade's computer systems or the technical delivery systems of CloudTrade's providers;
• Attempt to probe, scan or test the vulnerability of any CloudTrade system or network or breach any security or authentication measures;
• Avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure protecting the Site or any Content posted on or available through the Site;
• Circumvent, remove, bypass, impair, modify, or deactivate any identifying Content information used for tracking the uploading, downloading, and transfer of any Content or User Content;
• Attempt to access, search or meta-search the Site with any engine, software, tool, agent, device or mechanism other than the software and/or search agents provided by CloudTrade or other generally available third party web browsers (such as Microsoft Internet Explorer or Mozilla Firefox), including but not limited to any software that sends queries to the Site to determine how a website or webpage ranks for various queries;
• Use any URL, meta tags or other hidden text or metadata utilizing a CloudTrade name, trademark, URL or product name without CloudTrade's express written consent;
• Send unsolicited email, junk mail, spam, chain letters or promotions or advertisements for products or services;
• Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site or Content to send altered, deceptive or false source-identifying information;
• Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site or the Content;
• Interfere with, or attempt to interfere with, the access of any user, host or network, including but not limited to, sending a virus, overloading, flooding, spamming or mail-bombing the Site;
• Impersonate or misrepresent your affiliation with any person or entity, or otherwise commit fraud;
• Violate any applicable law, regulation or ordinance;
• Harm or threaten to harm users in any way;
• Stalk or otherwise harass any person or entity;
• Use the Site or any Content for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity which infringes the rights of CloudTrade or others;
• Collect or store personal data about other users; or
• Use the Site for any commercial purpose or the benefit of any third party or in any manner not permitted by this Agreement.

D. Right to Monitor CloudTrade reserves the right (but does not have the obligation) to monitor use of this Site to determine compliance with these Terms of Use, as well the right to remove or refuse any information for any reason. Notwithstanding these rights, you remain solely responsible for the Content of your submissions. You acknowledge and agree that neither CloudTrade nor any third party that provides Content to CloudTrade will assume or have any liability for any action or inaction by CloudTrade or such third party with respect to any submission.

CloudTrade will have the right to investigate and prosecute violations of any of the above restrictions, including but not limited to intellectual property rights infringement and Site security issues, to the fullest extent of the law. CloudTrade may involve and cooperate with law enforcement authorities in prosecuting users who violate this Agreement. You acknowledge that CloudTrade has no obligation to monitor your access to or use of the Site or Content, but has the right to do so for the purpose of operating the Site, to ensure your compliance with this Agreement or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.

11. WE DISCLAIM ALL OBLIGATIONS TO YOU

A. CloudTrade has no obligation to check whether users are using the Site or Services in accordance with this Agreement or any other agreement.

B. Under no circumstances shall CloudTrade be obligated to investigate or pursue any complaints made by a User against any other User using the Site or Services or to take any other action in connection therewith, or take any action against a User for any reason, including without limitation, for violating the terms of this Agreement. CloudTrade may, in its sole discretion, decide to take appropriate action against any person it suspects to be engaging in any unlawful activity or otherwise violating the terms of this Agreement, but is under no obligation to do so.

C. You will not be entitled to any compensation or otherwise from Us for any sums You believe to be owed to You as a result of any other User's misconduct, unlawful behavior or otherwise, whether or not the Company pursues any action against such User. It is Your sole responsibility to resolve such issues without involving CloudTrade.

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

E. No Content is necessarily complete and up-to-date and, accordingly, should not be used to replace any written reports, statements, or notices provided by CloudTrade. Investors, borrowers, and other persons should use the Content in the same manner as any other educational medium and should not rely on the Content to the exclusion of their own professional judgment. Information obtained by using this Site is not exhaustive and does not cover all issues, topics, or facts that may be relevant to your goals.

F. CLOUDTRADE DOES NOT PROMISE THAT THE SITE OR ANY CONTENT, USER OR OTHERWISE, SERVICE OR FEATURE OF THE SITE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE SITE WILL PROVIDE SPECIFIC RESULTS. THE SITE AND ITS CONTENT ARE DELIVERED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. ALL INFORMATION PROVIDED ON THE SITE IS SUBJECT TO CHANGE WITHOUT NOTICE. CLOUDTRADE CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE SITE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. CLOUDTRADE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CLOUDTRADE DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE SITE AND/OR ANY CLOUDTRADE SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SITE AND ANY LIKED SITES. YOUR SOLE REMEDY AGAINST CLOUDTRADE FOR DISSATISFACTION WITH THE SITE OR ANY CONTENT IS TO STOP USING THE SITE OR ANY SUCH CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES.

G. The above disclaimer applies to any damages, liability or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of or unauthorized access to, alteration of, or use, whether for breach of contract, tort, negligence or any other cause of action.

H. CloudTrade reserves the right to do any of the following, at any time, without notice: (1) modify, suspend, or terminate operation of or access to the Site, or any portion of the Site, for any reason; (2) modify or change the Site, or any portion of the Site, and any applicable policies or terms; and (3) interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

12. RELEASE

You agree that CloudTrade shall not be responsible or liable for any loss or damage of any sort incurred as the result of Your use of the Site and/or Services. If there is a dispute between participants on the Site, or between users and any third party, you understand and agree that CloudTrade is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release CloudTrade, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and / or our service. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."

13. WE MAKE NO WARRANTY YOUR USE OF THIS SITE IS AT YOUR OWN RISK.

The Content is provided "as is" and without warranties of any kind, either expressed or implied. CloudTrade disclaims all warranties, including any implied warranties of merchantability, fitness for a particular purpose, TITLE, OR NON-INFRINGEMENT. CloudTrade does not warrant that the functions OR CONTENT contained in this Site will be uninterrupted or error-free, that defects will be corrected, or that this Site or the server that makes it available are free of viruses or other harmful components. CloudTrade does not warrant or make any representation regarding use, or the result of use, of the content in terms of accuracy, reliability, or otherwise. The content may include technical inaccuracies or typographical errors, and CloudTrade may make changes or improvements at any time. You, and not CloudTrade, assume the entire cost of all necessary servicing, repair or correction IN THE EVENT OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF THIS SITE OR ITS CONTENT. CLOUDTRADE MAKES NO WARRANTIES THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT.

14. LIMITATION ON LIABILITY

EXCEPT WHERE PROHIBITED BY LAW, YOU ACKNOWLEDGE THAT CLOUDTRADE, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS SHALL NOT BE LIABLE FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES, EVEN IF CLOUDTRADE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SITES AND THE SERVICES.

If, notwithstanding the other provisions of these Terms of Use, CloudTrade is found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the Site or any Content, the collective liability of CloudTrade and its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers and directors to any party (regardless of the form of action, whether in contract, tort or otherwise) shall in no event exceed the greater of (1) the total of any subscription or similar fees with respect to any service or feature of or on the Site paid in the six months prior to the date of the initial claim made against CloudTrade (but not including the purchase price for any CloudTrade hardware or software products), or (2) US$100.00. You acknowledge that CloudTrade has set its prices and entered into this Agreement in reliance upon the limitations of liability specified herein, which allocate the risk between the parties and form a basis of the bargain between the parties. Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to you.

15. TERM AND TERMINATION

A. You may terminate Your Account at any time by giving us thirty (30) days prior written notice to the e-mail address admin@cloudtrade.com.

B. We expressly reserve the right to terminate Your Account (including Your Log-In and password) for any reason or for no reason, including without limitation, violation of any terms or conditions of this Agreement, or inactivity of Your Account via your telephone or otherwise, or Your spreading a virus, or Your activity is deemed by CloudTrade to be potentially harmful, or Your activity is deemed by CloudTrade to be potentially illegal, or if You have breached any of the Terms, or Your use of the Services have been in any way improper or breach the spirit of this Agreement. We do not have to provide notice to you prior to such termination and all Your User Content or any other Content may be destroyed immediately.

16. COPYRIGHT AND INTELLECTUAL PROPERTY POLICY

A. CloudTrade understands the value and importance of intellectual property rights and makes every effort to respect the legitimate intellectual property rights of others. CloudTrade does not review all of the material posted on or submitted through their website and has no responsibility for any Content that you may find or access when using CloudTrade's products or services.

CloudTrade takes all concerns related to intellectual property seriously and it is CloudTrade's policy, at its discretion and in appropriate circumstances, to cancel, disable or terminate any user's account who infringes or appear to infringes the intellectual property rights of others.

B. Notice of Copyright Infringement

If you believe that any material on this website infringes a copyright, or any valid intellectual property right, please provide the following information to CloudTrade's DMCA Agent.

1. A physical or electronic signature that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works on our website;
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
4. Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6. A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Please provide this information to CloudTrade's DMCA Agent, who can be reached as follows:

BY MAIL:
DMCA AGENT
CLOUDTRADE, LLC
629 BROOKS ST.
ANN ARBOR, MI 48103

BY E-MAIL: ADMIN@CLOUDTRADE.COM

DUE TO IT CONCERNS, ATTACHMENTS CANNOT BE ACCEPTED ON NOTICES SENT VIA E-MAIL. ACCORDINGLY, ANY NOTIFICATION OF INFRINGEMENT SUBMITTED ELECTRONICALLY WITH AN ATTACHMENT WILL NOT BE RECEIVED OR PROCESSED.

17. INDEMNITY

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

18. SECURITY

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

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

19. THIRD PARTY ADVERTISING

From time to time, CloudTrade may display or otherwise make available promotions, advertisements and/or offers provided by third-parties ("Third Party Promotions"). You understand and agree to hold CloudTrade harmless and agree that CloudTrade shall have no liability whatsoever for such Third Party Promotions. If You participate in, click on, or otherwise link to such Third Party Promotions You do so solely at Your own risk. Your sole remedy in connection with such Third Party Promotions will be with the third party.

20. VIOLATION OF THESE TERMS OF USE

CloudTrade may disclose any information we have about you (including your identity) if we determine that such disclosure is necessary in connection with any investigation or complaint regarding your use of the Site, or to identify, contact or bring legal action against someone who may be causing injury to or interference with (either intentionally or unintentionally) CloudTrade's rights or property, or the rights or property of visitors to or users of the Site, including CloudTrade's customers. CloudTrade reserves the right at all times to disclose any information that CloudTrade deems necessary to comply with any applicable law, regulation, legal process or governmental request. CloudTrade also may disclose your information when CloudTrade determines that applicable law requires or permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes. You acknowledge and agree that CloudTrade may preserve any transmittal or communication by you with CloudTrade through the Site or any service offered on or through the Site, and may also disclose such data if required to do so by law or CloudTrade determines that such preservation or disclosure is reasonably necessary to (1) comply with legal process, (2) enforce these Terms of Use, (3) respond to claims that any such data violates the rights of others, or (4) protect the rights, property or personal safety of CloudTrade, its employees, users of or visitors to the Site, and the public.

You agree that any violation by you of these Terms of Use will constitute an unlawful and unfair business practice, and will cause irreparable harm to CloudTrade, for which monetary damages would be inadequate, and you consent to CloudTrade obtaining any injunctive or equitable relief that CloudTrade deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies CloudTrade may have at law or in equity.

If CloudTrade does take any legal action against you as a result of your violation of these Terms of Use, CloudTrade will be entitled to recover from you, and you agree to pay, all reasonable attorneys' fees and costs of such action, in addition to any other relief granted to CloudTrade. You agree that CloudTrade will not be liable to you or to any third party for termination of your access to the Site as a result of any violation of these Terms of Use.

21. GENERAL

You may not assign any rights granted to you or delegate any of your duties hereunder and any attempt to do so is void and of no effect. CloudTrade may assign its rights and delegate its duties under this Agreement in their entirety in connection with a merger, reorganization or sale of all, or substantially all, of its assets relating to this Agreement. Nothing in this Agreement shall constitute a partnership or joint venture between you and CloudTrade. The failure of CloudTrade at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same unless the same is waived in writing. This Agreement will be governed by Michigan law without regard to or application of choice-of-law rules or principles and will be adjudicated in the federal or state courts located in Washtenaw County, Michigan. You hereby consent to personal jurisdiction and venue therein. The United Nations Convention on Contracts for the International Sale of Goods is expressly disclaimed. If for any reason a court of competent jurisdiction finds any provision of this Agreement invalid or unenforceable, that provision of the Agreement will be enforced to the maximum extent permissible and the other provisions of this Agreement will remain in full force and effect. The headings and captions are for convenience only and are not to be used in the interpretation of this Agreement. This Agreement constitutes the complete and exclusive understanding and agreement between you and CloudTrade regarding this subject matter, and supersedes all prior and contemporaneous agreements or understandings relating to such subject matter. If you have any questions or concerns about this Agreement or any issues raised in this Agreement or on the Site, please contact CloudTrade at: admin@CloudTrade.com.