Terms and Conditions

Notion Rooms is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained in this Subscriber Agreement ("Agreement"). Your use of Notion Rooms and your receipt of any subscription-based services and information made available through Notion Rooms (the "Information" and the "Service" or "Services") constitutes (i) your agreement to all such terms, conditions and notices; (ii) your agreement to be bound by and comply with this Agreement; and (iii) your consent to the collection, use and disclosure of personal information as described in the Privacy Statement. If you do not so agree and consent, you are not authorized to visit Notion Rooms or use Notion Rooms's Information or Services.

Please read the terms and conditions of this Agreement carefully; they impose obligations on you and govern your relationship with Notion Rooms. By accessing any of the Information or Services, you are acknowledging that you have read and understood the terms and conditions of this Agreement, and agree without limitation or qualification, to be legally bound by, and to comply with them.

Terms and Conditions

1. System Interface and Configuration

You shall be responsible for obtaining the requisite communication lines and internet connections to interface with Notion Rooms. You understand and agree that nothing in this Agreement shall be deemed to constitute an undertaking by Notion Rooms to continue to disseminate the Information in its present form or configuration. Notion Rooms, in its sole discretion may, from time to time, make modifications to the Information and Service, irrespective of whether such modifications would require changes to be made by you to any device or equipment which receives the Service from Notion Rooms. You shall bear all risks of failing to make concurrent modifications to your devices and equipment and you acknowledge and agree that neither Notion Rooms nor its Information Providers (defined as the source from which Notion Rooms receives the Information made available through the Service) shall be responsible if such changes affect your access to or use of the Service in any way.

2. Ownership of Software

Software included as part of the Service contains software proprietary to Notion Rooms and/or to third parties ("Third Party Suppliers") and licensed to Notion Rooms ("Notion Rooms Software"). Notion Rooms and Third Party Suppliers retain title and ownership to the Notion Rooms Software and all copyright and other intellectual property rights therein. Your receipt of the Service does not constitute a sale of the Notion Rooms Software or any copy. You agree not to alter, decompile, or disassemble the Notion Rooms Software.

3. Proprietary Rights: Corporate Names

You understand and agree that Notion Rooms and the Information Providers have proprietary rights in certain trademarks, service marks, trade names, corporate names and in the Information that originates on or derives from markets regulated or operated by the Information Providers and in the compilation of Information gathered from other sources (the "Intellectual Property"). You agree not to use such Intellectual Property in any way which would infringe upon the rights of Notion Rooms and the Information Providers. You agree not to alter, remove, or obscure any copyright notices or other proprietary notices on and in any part of the Service.

4. Third Party Beneficiaries

You agree that the Information Providers have the right to enforce the terms of this Agreement and are specifically intended to be third party beneficiaries hereof.

5. Authorized Use of Information

You are authorized to receive and use the Information solely in accordance with this Agreement. Any other use of the Information by you, including, but not limited to, retransmission or reprocessing, in whole or in part, is prohibited and you agree not to transmit, divulge, or publish any part of the content or substance or in any way provide the Information, or any part thereof, to any other Person, which shall be defined as any natural person, proprietorship, corporation, partnership, or other entity whatsoever. You acknowledge and agree that as a condition of continued receipt of Information from Notion Rooms, its suppliers or any of their affiliates or agents, you shall not create, sponsor or permit the trading of financial instruments or investment products (including, without limitation, derivatives, structured products, investment funds, exchange-traded funds or derivatives based on exchange-traded funds where the price, return and/or performance of such instrument or product is based on, related to, or intended to track, any index published by any of Notion Rooms's suppliers or financial instrument or investment product linked to an index published by any Notion Rooms supplier without a separate written agreement with the applicable Notion Rooms supplier for such purpose.

You shall be solely responsible for maintaining the confidentiality of your password. You shall immediately notify Notion Rooms of any known or suspected unauthorized use(s) of your account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your username, password or credit card information. You are fully responsible for all usage and activity on your account, including, but not limited to, use of the account by any third party authorized by you to use your username and password. If the computer system on which you accessed the Service is sold or transferred to another party, you warrant and represent that you will delete all cookies and software files obtained by or through use of the Service.

6. Representation of Professional/Non-Professional Status

[Not applicable]

7. Information from Subscribers

All information provided by you pursuant to this Agreement is being provided at the request of you and the Information Providers. Notion Rooms shall request any additional information from you required by any Information Providers or their auditors. Failure to promptly provide the requested information shall result in termination of access to the Service until such time as the request is complied with.

8. Account Sharing and Denial of Access

You may not share your Notion Rooms username and/or password with any third party. We reserve the right to limit access to the Services to one user at a time. Notion Rooms reserves the right to cancel or deny access to any subscriber who shares their account or, in its sole discretion, to any user without notice.

9. Subscription Fees

The subscription fees for Notion Rooms are set forth on Notion Rooms’s website and may be amended at Notion Rooms's sole discretion from time to time without notice and are payable monthly or annually in advance. Payment shall be accepted by credit card for monthly and annual subscriptions. Check, ACH, and Wire payments may be accepted for annual subscriptions.

If a trial period is offered, subscriptions are billed upon completion of the trial offer. You must cancel before your trial period has expired in order to prevent automatic and recurring billing of your subscription. If no trial period is offered, you will be billed upon signup and automatically each month or year, as selected, until you cancel. There is a limit of one trial offer per customer.

You agree to provide Notion Rooms with the right to debit your credit card monthly or annually in advance for all Services provided to you. You may cancel at any time; however monthly subscriptions are subject to a 30-day cancellation policy. Both monthly and annual customers requesting cancellation must submit a cancellation request in writing via email to [email protected] prior to your re-bill date. No refunds are permitted for annual subscriptions.

10. Taxes

You shall be solely responsible for the payment of any taxes, charges or assessments imposed on you or Notion Rooms, and any penalties or interest thereon, relating to the provision of the Service (except for any income taxes, if any, imposed on Notion Rooms).

11. Subscriber Code of Conduct

When you register as a Subscriber, you gain access to the Services which may include the ability to participate in chat rooms, exchange messages, and share files. You may use the Service for lawful purposes only. You agree not to post, upload, e-mail, transmit, distribute, or otherwise make available through the Service any of the following: (i) any material that violates any applicable laws; (ii) any material that restricts or inhibits any other user from using the Service; (iii) any material that is unlawful, threatening, abusive, harassing, defamatory, obscene, offensive, harmful, obnoxious, pornographic, profane, or indecent, or encouraging conduct that would constitute a criminal offense or give rise to civil liability; (iv) any material that contains viruses or any other element or component that has a capacity or potential to interrupt, permit the unauthorized use of, or limit the functionality of any software or hardware, any telecommunications equipment, or any communications network; (v) any material that violates or infringes the rights of others; rights of privacy or publicity; rights under defamation law; or rights under securities or other applicable law; or (vi) any material that contains any other harmful or illegal component. You further agree that you will not: (i) alter, damage or delete any material appearing on Notion Rooms; (ii) disrupt the normal flow of communication on Notion Rooms; (iii) claim a relationship with or speak for any business, organization, or person for which you are not authorized to claim such a relationship; or (iv) violate any operating rule, policy or guideline of your Internet access provider or online service.

Notion Rooms reserves the right (but does not have any obligation) to prohibit or restrict conduct on the Notion Rooms websites and to edit, block, or remove any content, in whole or in part, which in our sole discretion we believe violates our Subscriber Code of Conduct, or is otherwise objectionable. If you believe that material has been posted that violates any of these prohibitions, or that should otherwise be removed, please contact [email protected].

12. [Reserved]]

[Reserved]

13. Term

The initial term of this Agreement shall be the date of acceptance by you of this Agreement as evidenced by your clicking the "Agree" button on Notion Rooms's website, or the date you actually use the Service, whichever date occurs first, and shall continue until the end of your selected subscription term. Subsequent to the initial term, the term of this Agreement shall automatically be extended for successive additional subscription terms unless terminated by a party hereto or effected by Subscriber cancellation.

14. Compliance with Laws

You represent and warrant that you are not engaged in, and agree not to engage in, any unlawful transaction or business, and/or will not use or knowingly permit anyone to use the Information and/or the Service for: i) any purpose or in any manner not authorized by this Agreement, or ii) for any unlawful purpose or in any manner not in compliance with the statutes, rules and regulations referenced in Section 5.

15. No Endorsement

You understand that neither Notion Rooms, nor any part of the Service, or any equipment utilized by Notion Rooms is sponsored or endorsed by any of the Information Providers. Notion Rooms may contain links to websites operated by parties other than Notion Rooms. Such links are provided for your convenience only. Notion Rooms does not control such websites, and is not responsible for their contents. Notion Rooms's inclusion of links to such websites does not imply any endorsement of the material on such websites or any association with their operators.

16. No Advice or Solicitation

The Information and Services are for informational purposes only and should not be used or construed as an offer to sell, a solicitation of an offer to buy, or an endorsement, recommendation or sponsorship of any company or security by Notion Rooms, its affiliates, officers, directors, employees or agents. You acknowledge and agree that neither the Information nor any of the Services is intended to supply investment or financial advice. Notion Rooms offers no advice regarding the nature, potential value, or suitability of any particular security, transaction, investment or investment strategy. You acknowledge and agree that the use of the Information and Services, and any decisions made in reliance upon the Information and Services, are made at your own risk.

17. NO WARRANTIES

Notion Rooms shall furnish the Service and the Information to you as promptly and accurately as is reasonably practicable, but neither Notion Rooms nor the Information Providers, their respective affiliates, agents and licensors warrant or guarantee the timeliness, sequence, accuracy or completeness of the Information. FURTHER, WITH RESPECT TO THE INFORMATION AND THE SERVICE, THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OF THE INFORMATION OR SERVICES AVAILABLE THROUGH THE SERVICE. NEITHER Notion Rooms, THE INFORMATION PROVIDERS NOR THEIR THIRD-PARTY INFORMATION PROVIDERS AND THEIR RESPECTIVE AFFILIATES, AGENTS OR LICENSORS SHALL BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS OR INJURY CAUSED IN WHOLE OR IN PART BY THEIR NEGLIGENCE OR CONTINGENCIES BEYOND THEIR CONTROL IN PROCURING, COMPILING, INTERPRETING, REPORTING OR DELIVERING ANY INFORMATION OR SERVICE OR BY ANY DELAYS, INACCURACIES, ERRORS IN OR OMISSIONS OF ANY OF THE INFORMATION OR THE TRANSMISSION THEREOF OR IN THE PROVISION OF THE SERVICE. IN NO EVENT WILL Notion Rooms, THE INFORMATION PROVIDERS, THEIR THIRD-PARTY INFORMATION PROVIDERS, AND THEIR RESPECTIVE AFFILIATES, AGENTS OR LICENSORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE UPON SUCH INFORMATION OR SERVICE.

18. Limitation of Liability

Neither Notion Rooms nor the Information Providers and their respective affiliates, agents or licensors, shall be liable to you, or any other person, regardless of the cause (unless resulting from the gross negligence or willful misconduct of Notion Rooms or the Information Providers) or duration, for any errors, inaccuracies, omissions, or other defects in, or untimeliness or unauthenticity of, the Service or Information, or for any delay or interruption in the transmission thereof to you, or for any Claims or Losses (as defined below) arising therefrom or occasioned thereby. "Claims or Losses" shall be defined as any and all liabilities, obligations, losses, damages, penalties, claims, actions, suits, costs, judgments, settlements, and expenses of whatever nature, including, without limitation, i) direct, indirect, punitive, special, consequential and incidental damages, and ii) administrative costs, litigation costs, and attorneys' and auditors' fees and disbursements. Neither Notion Rooms nor the Information Providers and their respective affiliates, agents or licensors shall be liable to you or to any other person for indirect, punitive, special, consequential or incidental damages (including, but not limited to, trading losses, loss of profits or anticipated profits, loss by reason of shutdown in operation or increased expenses of operation, cost of cover or other indirect loss or damage) of any nature arising from any cause whatsoever, even if Notion Rooms, the Information Providers, or their respective affiliates, agents or licensors have been advised of the possibility of such damages. If any or all of Notion Rooms, the Information Providers and their respective affiliates, agents or licensors are for any reason held liable to you or to any person, the liability of Notion Rooms, the Information Providers and their respective affiliates, agents or licensors and any other person claiming through, on behalf of, or as harmed by you, is limited to: i) if you continue to receive the Information, a month's credit of any monies paid to Notion Rooms by you for the period at issue; or ii) if you no longer receive the Information, a refund of any monies due to Notion Rooms from you for the period at issue.

19. Indemnification of Notion Rooms

You shall indemnify Notion Rooms, the Information Providers and each of their respective officers, directors, partners, employees and agents (the "Indemnified Parties") against, and hold the Indemnified Parties harmless from, any and all Claims or Losses imposed on, incurred by, or asserted against the Indemnified Parties as a result of or relating to your non-compliance with any of the terms and conditions of this Agreement and your breach of any of your representations and warranties in this Agreement.

20. Default by Subscriber

If Notion Rooms determines, in its sole discretion, that i) you are not in compliance with any of the conditions, terms or provisions of this Agreement; ii) any of your representations in this Agreement are untrue; or iii) a petition or other proceeding in bankruptcy, insolvency, or for the appointment of a receiver is filed by or against you, then Notion Rooms shall have the immediate right, in its sole discretion, to take one or more of the following actions: x) to terminate this Agreement without notice; or y) to pursue such other remedies as it may be entitled to by virtue of or under this Agreement, or at law or in equity.

21. Default by Notion Rooms

If Notion Rooms has breached or is in default under this Agreement, and such breach or default continues un-remedied for fifteen (15) days after you have given written notice to Notion Rooms, you shall have the right to take one or more of the following actions; provided, however, that if such breach cannot be remedied by Notion Rooms in good faith and with due diligence within fifteen (15) days and the failure to so remedy within fifteen (15) days does not cause you to be in violation of applicable laws or regulations or to otherwise materially injure you, then Notion Rooms shall not be considered to be in default for so long as Notion Rooms commences such actions as are necessary to remedy such breach within such fifteen (15) day period and thereafter diligently pursues such actions to remedy such breach or default: i) terminate this Agreement; or ii) to pursue such other remedies, as you may be entitled to by virtue of or under this Agreement or at law or in equity.

22. Assignment: Third-Party Rights

This Agreement shall be binding upon and inure to the benefit of the parties and their permitted successors and assigns. You shall not assign this Agreement or any of your rights and obligations hereunder without the prior written consent of Notion Rooms, which shall not be unreasonably withheld. Notion Rooms may assign this Agreement and all of Notion Rooms's rights and obligations hereunder to an affiliate or subsidiary or to the surviving entity in the case of a merger or sale of all or substantially all of the assets of Notion Rooms, provided however, that such assignment shall not relieve Notion Rooms of its obligations hereunder.

23. Amendment

No amendment shall be binding on Notion Rooms unless provided in an instrument duly executed by an authorized officer of Notion Rooms.

24. Waiver: Good Faith

No failure on the part of Notion Rooms or you to exercise, or delay in exercising, any right, power or privilege, and no course of dealing with respect to any right, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege under this Agreement. The parties hereto shall act in good faith in the performance of their respective obligations under this Agreement and shall act as promptly as is reasonably practicable under the circumstances in granting or denying any consent or approval required hereunder.

25. Entire Agreement

This Agreement constitutes the entire agreement between you and Notion Rooms with respect to the subject matter hereof, and supersedes all prior negotiations, communications, understandings and agreements with respect thereto.

26. Conflict Resolution

This Agreement and the relationship between you and us will be governed by the laws of the State of New York without regard to its conflict of law provisions. You agree to submit to the personal and exclusive arbitration of any disputes relating to your use of the Service under the rules of the American Arbitration Association. Any such arbitration, to the extent necessary, will be conducted in the city of New York, New York. You agree to submit to the exclusive jurisdiction of arbiters in this forum, and agree to waive all claims of personal or subject matter jurisdiction, to the extent permissible.

You also acknowledge and understand that, with respect to any dispute arising out of or relating to your use of the Service:

YOU AGREE TO ARBITRATION

YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY

YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE; AND

YOU MUST FILE ANY CLAIM WITHIN ONE (1) YEAR AFTER SUCH CLAIM AROSE OR IT IS FOREVER BARRED.

27. Notices

All notices, approvals, proposals and other communications required or permitted to be given under this Agreement shall be delivered in writing either by personal delivery, e-mail or other similar telecommunications device, or mailed to the appropriate address as described below. Either party may change its address for service or specify a different contact person for purposes of this section by giving notice as provided hereunder. Notices to Notion Rooms must be sent to: [email protected]. Notices to Subscriber will be sent to the e-mail address provided by Subscriber during Notion Rooms's sign-up process.

28. Severability

Any section, subsection or other subdivision of this Agreement or any provision of this Agreement which is, or becomes, illegal, invalid or unenforceable shall be severed here from and shall be ineffective to the extent of such illegality, invalidity or unenforceability and shall not affect or impair the remaining provisions of this Agreement.

29. Force Majeure

In addition to the provisions of Sections 17 and 18, neither you nor Notion Rooms shall be liable for delay or failure in performance of any of the acts required by this Agreement when such delay or failure arises from circumstances beyond the reasonable control and without the gross negligence or willful misconduct of you or Notion Rooms, respectively. Such causes may include, without limitation, acts of God, acts of government in its sovereign or contractual capacity, acts of public enemy, acts of civil or military authority, war, riots, civil strife, terrorism, blockades, sabotage, rationing, embargoes, epidemics, earthquakes, fire, flood, quarantine restrictions, power shortages or failures, utility or communication failure or delays, labor disputes, strikes, or shortages, supply shortages, equipment failures, or software malfunctions. The time for performance of any act delayed by such events may be postponed for a period equal to the period of the delay.

30. Survival

The provisions of Sections 2, 3, 6, 7, 14, 16, 17, 18, 19, 24, 25, 26, 27, 28 and 29 shall survive the completion of performance or any termination of this Agreement.

31. Change of Agreement Terms by Notion Rooms

Notion Rooms reserves the right to change the terms of this Agreement, including the associated Subscriber fees, without notice to you.

32. Agreement Effective Date

The effective date of this Agreement shall be the date of acceptance by you of this Agreement as evidence by you clicking the "Agree" button on the website, or the date you actually use the Service, whichever occurs first.