License Agreement

VESTMENT ADVISORS END-USER LICENSE AGREEMENT

This is a legally binding agreement between you (either an individual or a single entity), referred to herein as « YOU », and Vestment Advisors, Inc.. Downloading, opening or using all or any portion of Vestment Advisors’ documents and materials indicates your acceptance of all the terms and conditions of this End-User License Agreement referred to herein as « EULA » and that this agreement is equivalent to a written agreement signed by you. By selecting the box « I AGREE » or performing a similar electronic function, you are providing your acceptance of the terms of this agreement. This agreement is enforceable against you and any legal entity that obtained the software and on whose behalf it is used. If you do not agree to the terms of this agreement, please do not use this software.

IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, THIS DOCUMENT OR DOCUMENTS IN HARD COPY, DIGITAL FORM OR ANY OTHER MEDIUM WHETHER EXISTING OR NOT YET EXISTING, EXCEPT AS SPECIFICALLY PERMITTED BELOW.

The use of this document or these documents is governed by the terms and conditions set forth herein. Please read them carefully. This EULA is applicable to all of the Documents included in the Vestment Advisors Online Store. You are deemed to have read, understood and accepted the terms of this EULA when you download or use the documents.

1. LIMITED LICENSE. You are granted a limited, non-exclusive license to download the document(s) for your own use. Only the individual that downloaded the document(s), as indicated by the user information provided when downloading the document(s), will have the license to use the Document(s). Use by any other person, company, affiliate, or corporation will require a separate license. This includes companies that may be affiliated to you by ownership or otherwise. The license granted herein shall remain in effect perpetually, but shall terminate upon your use of the document(s) beyond the scope licensed herein or upon your violation of any term or condition hereof. All protections with which Vestment Advisors is provided under this EULA shall survive the termination of your license to use the document(s).

2. NON-TRANSFER OF RIGHTS. You may not rent, lease, sell, sublicense, assign or transfer your rights in the document(s), or authorize any portion of the document(s) to be copied or used.

3. ALLOWED USAGE. Upon fulfilling your obligations towards properly downloading the document(s), you are permitted to do only the following:

(a) Use the Documents in transactions and agreements in which you are one of the parties. You may have your attorney review, comment and modify the Documents to fit your particular needs. You are encouraged to obtain competent legal counsel to advise you on the use of the Documents and/or the contractual relationship you are establishing.

(b) Modify the Documents to fit your own needs and the contractual relationship you are entering.

4. LIMITATION OF LIABILITY. EXCEPT AS REQUIRED BY LAW, VESTMENT ADVISORS AND ITS EMPLOYEES, DIRECTORS, LICENSORS, CONTRIBUTORS AND AGENTS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS EULA OR THE USE OF OR INABILITY TO USE THE DOCUMENT(S), INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, AND COMPUTER FAILURE OR MALFUNCTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH SUCH CLAIM IS BASED. VESTMENT ADVISORS'S LIABILITY UNDER THIS EULA IS LIMITED TO A REFUND FOR THE DOCUMENT(S) AND WILL NOT EXCEED TWENTY DOLLARS (US$20.00).

5. VIOLATIONS OF THIS EULA. Vestment Advisors reserves all rights not specifically granted to you above. Vestment Advisors will have the right to proceed against you in the event that you infringe against Vestment Advisors’s rights. Any use not within the precise scope of the license set forth herein will be considered an infringement. You acknowledge and agree that Vestment Advisors’s damages in the event of your violation of this EULA will be substantial and that Vestment Advisors will suffer irreparable harm in such event. As such, Vestment Advisors shall have the right to obtain equitable remedies, including but not limited to recovery of damages, obtaining injunctions, recovering statutory damages, recovering attorney fees, and any other available legal remedy.

6. TERMINATION. Vestment Advisors shall have the sole and exclusive right to immediately terminate this EULA and suspend your ability to use the document(s) should you fail to perform any obligation required under this EULA, engage in activity that Vestment Advisors deems harmful to its well-being or if you become bankrupt or insolvent. This EULA takes effect upon your download of the document(s) and remains effective until terminated.

7. WAIVER & SEVERABILITY. Vestment Advisors 's waiver of any breach of this EULA shall not constitute an amendment to this EULA or Vestment Advisors 's waiver of subsequent breaches. If any part of this EULA is found void and unenforceable, it will not affect the validity of the balance of this EULA, which will remain valid and enforceable according to its terms.

8. GOVERNING LAW. This EULA shall be governed by and construed under the laws of the State of Minnesota. You consent and agree that all legal proceedings relating to the subject matter of this EULA shall be maintained in courts sitting within the State of Minnesota, and that jurisdiction and venue for such proceedings shall lie exclusively with such courts.

22. COMPLETE AGREEMENT. This is the entire EULA between Vestment Advisors and you relating to the Software and it supersedes any prior representations, discussions, undertakings, warranties, communications or advertising relating to the document(s).

For inquiries please contact:

Vestment Advisors, 7935 Stone Creek Drive, Suite 120, Chanhassen, MN 55317