Niveza, Inc ("Niveza") provides a virtual investment environment and services associated therewith for the sharing of finance and investment-oriented content on and through the Internet (collectively, the "Services") by our users on the Niveza website, located at www.niveza.in (the "Niveza Website"), as Niveza currently provides or may provide in the future (collectively with the Services, and Niveza Website, the "Site"). Niveza offers the Site as a forum to encourage the open exchange and use of financial and investing ideas, suggestions, opinions and information. Subject to the restrictions provided herein, you are encouraged to use and share the financial and investment information provided through the Site to collaborate with and engage other individuals. Niveza hopes the Site's simulated portfolio exercises and open exchange of information helps you to learn about the financial industry and to improve your investment strategies.

Please read the following important terms and conditions ("Terms of Use") carefully. These Terms of Use govern your access to and use of the Site, including any content, information, products or Services therein. This is a legal agreement between you and Niveza. Pay Services (as defined in Section 6) may be subject to additional terms and conditions that will be provided to you when you subscribe to such Pay Services. Your use of such Pay Services will be subject to these Terms of Use and any additional terms to which you agree.

YOU UNDERSTAND THAT BY CHECKING THE "I have read and accept the Terms of Use" CHECKBOX, OR BY USING THE SITE (INCLUDING ANY CONTENT PROVIDED THEREIN), OR YOUR ACCOUNT, YOU ARE AGREEING TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT ACCEPT THESE TERMS OF USE IN THEIR ENTIRETY, YOU MAY NOT ACCESS OR USE THE SITE.

In accessing the Site you agree that

• the Site may publish to other users any content you post on the Site,
• you will not use the Site in any way to violate insider trading laws or other federal or state securities laws and regulations of the United States, any state or any other country, as applicable, relating to securities disclosure, securities trading, or investment advisory or brokerage services,
• without limiting the general scope of the foregoing, you will not attempt to trade in a security in advance of posting information concerning that security, publish defamatory or misleading information concerning any security or issuer, manipulate the price or market for any security or post information that you are obligated to keep confidential and
• you will not post any advertisement, solicitation or information that otherwise violates any applicable local, state, national or foreign law or regulation.

You understand that the Site and content thereon involve matters with respect to finance, such as investment strategies, stock quotes and in particular the performance of certain stocks, stock portfolios and investors. The Site merely gathers, processes and makes information available to you. The information available includes the investments and past performance of the virtual portfolios of other site users. You acknowledge that:

• unless you agree to additional terms provided by Niveza through the Site that authorize otherwise, the Site is provided for game and educational purposes only and Niveza does not review the information posted on the Site for reasonableness or strategic usefulness;
• n addition to information posted by other users, the Site may include information it obtains from sources such as stock exchanges, other financial data providers and news sources, and Niveza does not review or analyze such third-party information;
• Niveza does not guarantee the accuracy, completeness, or timeliness of any information on the Site;
• unless you agree to additional terms provided by Niveza through the Site that provide otherwise, none of the information on the Site constitutes a solicitation or offer to buy or sell any security, or to provide investment or other advice regarding the future profitability or the suitability of any security or investment; and
• the information provided on the Site is not intended for use by, or distribution to, any person or entity in any jurisdiction or country where such use or distribution would be contrary to law or regulation. Accordingly, the Site and its owners, sponsors, directors, officers, employees, successors, and assigns shall not, directly or indirectly, be liable, in any way, to you or any other person for any:
  
  (a) inaccuracies or errors in or omissions from the Site or content thereon including, but not limited to, any information or analysis posted by any other user, prices of securities and financial data;
  (b) delays, errors, or interruptions in the transmission or delivery of the Site or content thereon; or
  (c) loss or damage arising from your use of the Site or content thereon or by any reason of nonperformance.

1 Modification of the Site or Terms of Use

Niveza reserves the right, in its sole discretion, at any time to modify, discontinue or terminate the Site, any portion thereof, or any content thereon without notice, or modify these Terms of Use. All modified terms and conditions will be effective when Niveza provides notice to you, unless a longer notice period is required by applicable law. If any modified terms and conditions are not acceptable to you, your sole remedy is to cease using the Site, and if applicable, cancel your Niveza account as specified below. By continuing to access or use the Site after Niveza makes any such revision, you agree to be bound by the revised Terms of Use.

2 Content

Certain types of content are made available through the Site. "User Information" as used in these Terms of Use means, collectively, the information, such as text, data, reports, analyses, investment information and other content, that Members post, upload, submit, provide, or otherwise make available to the Site, including without limitation discussion groups, message boards, profile pages, and personal information. User Information specifically includes personal information such as name, likeness, email address, home town, and country, as well as any other information programmatically available to the Site. "Content" as used in these Terms of Use means, collectively, all content on or made available through the Site that is not User Information, including but not limited to text, data, reports, analyses, performance charts, investment portfolios, and stock quotes. Niveza reserves the rights to remove and permanently delete any Content or User Information from the Site without notice.

3 Registration

You must become a "Member" in order to submit User Information and access certain other features of the Site, which requires that you create a Niveza account. To become a Member you must be at least 13 years old. Any registration by, use of or access to the Site by anyone under age 13 is unauthorized, unlicensed and in violation of these Terms of Use. By using the Site, you represent and warrant that you are at least 13 years old. When you register, you may be asked to choose a user name and password. Niveza has physical, electronic and procedural safeguards that comply with federal standards to guard users' non-public personal information (see Privacy Policy). You are responsible for safeguarding your passwords and you agree not to disclose your passwords to any third party. You agree that you shall be solely responsible for any activities or actions under your password, whether or not you have authorized such activities or actions. You shall immediately notify Niveza of any unauthorized use of your password. You agree that the information that you provide to us on registration and at all other times will be true, accurate, current, and complete.

4 Termination and Cancellation

We may terminate or suspend your access to the Site or any portion thereof and remove any material (including User Information) from the Site, in our sole discretion, at any time for any reason without notice to you. Further, if we believe, in our sole discretion, that a violation of these Terms of Use has occurred, we may take any other corrective action we deem appropriate. We reserve the right to investigate suspected violations of these Terms of Use, including without limitation any violation arising from any User Information. We may seek to gather information from a Member or user who is suspected of violating these Terms of Use (or from any other Member or user) and you agree to provide us with such information. We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone posting, publishing, or otherwise making available any User Information, emails, or other materials that are believed to violate these Terms of Use. You may request termination of your Niveza account at any time and for any reason by sending an email to support@niveza.com. Any suspension, termination, or cancellation shall not affect your obligations to Niveza under these Terms of Use (including but not limited to ownership, indemnification, and limitation of liability), which by their sense and context are intended to survive such suspension, termination, or cancellation.

5 Third Party Links

The Site or content thereon may provide links to third-party websites or resources. You acknowledge and agree that Niveza is not responsible or liable for the availability or accuracy of such websites or resources or the content, products, or services on or available from such websites or resources. You further acknowledge that Niveza does not endorse such websites or resources or the content, products, or services on or available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

6 Access, Intellectual Property Rights and Ownership

• Free Services and Pay Services. As a Member, you may access and use certain Services that Niveza provides to you free of charge ("Free Services"), and other Services may be subject to fees and additional terms ("Pay Services"). Whether a Service is a Free Service or a Pay Service is within the sole discretion of Niveza, and Niveza can re-classify a Free Service as a Pay Service and vice versa at any time in its sole discretion. Niveza grants you a license to access and use the Free Services; provided that:
  
  (i) your use of the Free Services is solely for your personal use;
  (ii) you will not alter or modify any part of the Site; and
  (iii) you will otherwise comply with these Terms of Use. Your use of the Pay Services will be subject to your agreement and compliance with these Terms of Use and any terms and conditions you agree to when you subscribe to the applicable Pay Service (including but not limited to payment of fees).
• Ownership and Restrictions. Niveza and its licensors own all right, title, and interest, including all worldwide intellectual property rights in the Site, Content, and the trademarks, service marks, and logos contained therein. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Content, User Information, or related products or services.
• User Information.
  • License Grant. Niveza does not claim ownership rights in your User Information. However, by uploading, submitting, emailing, posting, publishing, providing, or otherwise making available any User Information to Niveza or on the Site, you hereby grant Niveza a nonexclusive, worldwide, royalty-free, sublicensable, perpetual, and irrevocable right and license to use, store, reproduce, modify, adapt, and prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, and otherwise exploit such User Information in any form, medium, or technology now known or later developed, including without limitation on the Site (including areas of the Site different from the area of the Site to which you provided the User Information), and on third-party websites. In addition, you warrant that all moral rights in any User Information have been waived, and you do hereby waive any such moral rights. You represent and warrant that you own or have the necessary licenses, rights, consents, and permissions to grant the foregoing licenses to Niveza. Niveza shall own all right, title and interest in and to all derivative works and compilations of User Information that are created by Niveza, including all worldwide intellectual property rights therein. You agree to execute and deliver such documents and provide all assistance reasonably requested by Niveza to give to Niveza the full benefit of the rights granted to Niveza by you.
  • Limitations. You acknowledge and agree that Niveza may, at its option, establish limits concerning User Information, including without limitation the maximum number of days that User Information will remain on Site, the maximum size of any files that may be stored on or uploaded to the Site, and the maximum disk space that will be allotted to you for the storage of User Information on Niveza's servers. Niveza shall have no responsibility or liability and you are solely responsible for creating back-ups of your User Information.
  • Disclaimer. Niveza has no ability to control the User Information that is uploaded, posted, transmitted, provided, or otherwise made available using the Site and does not have any obligation to monitor such User Information for any purpose. Niveza does not endorse any User Information or any opinion, recommendation, or advice expressed therein and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Niveza with respect thereto.

7 Restrictions You agree you will not do any of the following while using or accessing the Site or any content thereon:

• Circumvent, disable, or otherwise interfere with security-related features of the Site or features that prevent or restrict use or copying of any Content or User Information;
• Upload, email, transmit, provide, or otherwise make available (i) any User Information which you do not have the lawful right to copy, transmit, display, or make available (including any User Information that would violate any confidentiality or fiduciary obligations that you might have with respect to the User Information); or (ii) any User Information that infringes the intellectual property rights of, or violates the privacy rights of, any third party (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, moral right, or right of publicity);
• Use any meta tags or other hidden text or metadata utilizing a Niveza name, trademark, URL or product name;
• Upload, email, or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation;
• Forge any TCP/IP packet header or any part of the header information in any posting, or in any way use the Site to send altered, deceptive, or false source-identifying information;
• Upload, email, transmit, provide, or otherwise make available, via the Site, any User Information that is unlawful, obscene, harmful, threatening, harassing, defamatory, or hateful, or that contain objects or symbols of hate, invade the privacy of any third party, contain nudity, are deceptive, threatening, abusive, inciting of unlawful action, or are otherwise objectionable in the sole discretion of Niveza;
• Upload, email, transmit, provide, or otherwise make available any User Information that contains software viruses or any other computer code, files, or programs designed to
  
  (i) interrupt, destroy, or limit the functionality of any computer software; or
  (ii) interfere with the access of any user, host or network, including without limitation overloading, flooding, spamming, mail-bombing, or sending a virus to the Site;
• Upload, email, transmit, provide, or otherwise make available any User Information that includes code that is hidden or otherwise surreptitiously contained within the User Information that is unrelated to the immediate, aesthetic nature of the User Information;
• Interfere with or disrupt (or attempt to interfere with or disrupt) any web page available at the Site, servers, or networks connected to the Site, or the technical delivery systems of Niveza's providers, or disobey any requirements, procedures, policies, or regulations of networks connected to the Site;
• Attempt to probe, scan, or test the vulnerability of any Niveza system or network or breach or impair or circumvent any security or authentication measures protecting the Site;
• Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software used to provide the Site;
• Attempt to access, search, or meta-search the Site or content thereon with any engine, software, tool, agent, device, or mechanism other than software and/or search agents provided by Niveza or other generally available third-party web browsers, including without limitation any software that sends queries to the Site to determine how a website or web page ranks;
• Violate the terms of service or any other rule or agreement applicable to you or Niveza through the Site's inclusion in, reference to, or relationship with any third party or third-party site or service, or your use of any such third-party site or service;
• Collect or store personal data about other users without their express permission;
• Impersonate or misrepresent your affiliation with any person or entity, through pretexting or some other form of social engineering, or commit fraud;
• Solicit any user for any investment or other commercial or promotional transaction;
• Violate any applicable law, regulation, or ordinance;
• Use, launch, or permit to be used any automated system, including without limitation "robots," "crawlers," or "spiders"; or
• Use the Site or content thereon in any manner not permitted by this Agreement. For the avoidance of doubt you are authorized to use the Content and User Information in accordance with the license granted in Section 6.

8 Copyrighted Materials: No Unauthorized Use

If you become aware of misuse of the Site or content thereon by any person, please contact Niveza to report any abuse. Niveza has adopted and implemented a policy that provides for the termination of accounts of members who infringe the rights of copyright holders. Please see the Niveza Copyright and Intellectual Property Policy for further information, which can be found here.

9 Niveza Rules

Niveza has provided rules to guide and limit your use of the Site and content thereon, which it may update and modify from time to time. Currently such rules are set forth in our FAQ. You agree not to take any steps designed to gain any improper advantage in using the Site or content thereon, including, but not limited to, delaying the reporting of trades or other transactions to have the benefit of hindsight, making use of material, non-public information, exploiting errors in the Site or content thereon, or any other deceptive or unlawful practice. Niveza reserves the right to monitor your usage of the Site and content thereon and to investigate suspicious activity. Niveza may take any action it deems in its sole discretion necessary, including but not limited to terminating the account of any user that Niveza determines has acted unethically or illegally or otherwise has violated the rules or these Terms of Use.

10 Disclaimer of Warranties

Your use of the Site, Content and User Information is at your sole discretion and risk. The Site, Content and User Information, and all materials, information, products and services included therein, are provided on an AS IS and AS AVAILABLE basis without warranties of any kind from Niveza. NIVEZA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SITE, CONTENT AND USER INFORMATION, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. NIVEZA DISCLAIMS ANY WARRANTIES, EXPRESS OR IMPLIED,: (I) REGARDING THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE SITE, CONTENT, AND USER INFORMATION; OR (II) THAT THE SITE WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; OR (III) REGARDING THE PERFORMANCE OF OR ACCURACY, QUALITY, CURRENCY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED BY THE SITE INCLUDING BUT NOT LIMITED TO INFORMATION OBTAINED FROM BULLETIN BOARDS, MESSAGE BOARDS, CHAT SERVICES OR OTHER ONLINE CONFERENCING. No advice or information, whether oral or written, obtained by you from Niveza, shall create any warranty not expressly stated in this Agreement. If you choose to rely on such information, you do so solely at your own risk. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you.

11 Limitation of Liability

IN NO EVENT SHALL NIVEZA OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE, CONTENT, AND USER INFORMATION, INCLUDING BUT NOT LIMITED TO THE QUALITY, ACCURACY, OR UTILITY OF THE INFORMATION PROVIDED AS PART OF OR THROUGH THE SITE OR FOR ANY INVESTMENT DECISIONS MADE ON THE BASIS OF SUCH INFORMATION, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT NIVEZA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENT SHALL NIVEZA'S CUMULATIVE LIABILITY TO YOU EXCEED U.S. $0.

12 Indemnification

You agree to defend and indemnify Niveza and its officers, directors, employees, and agents and to hold them harmless from and against any and all claims, liabilities, damages, losses, and expenses, including without limitation reasonable attorney's fees and costs, arising out of or in any way connected with

(i) your access to or use of the Site, Content, or User Information;
(ii) your violation of any of these Terms of Use;
(iii) your violation of any third-party right, including without limitation any intellectual property right, property, or privacy right;
(iv) any claim that your User Information caused damage to a third party; or
(v) any claim related to your distribution of any Content or User Information.

13 General

In the event that any provision in these Terms of Use is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect. The failure of a party to enforce any right or provision of these Terms of Use will not be deemed a waiver of such right or provision. You may not assign this Agreement (by operation of law or otherwise) without the prior written consent of Niveza, and any prohibited assignment will be null and void. Niveza may assign this Agreement or any rights hereunder without your consent. The relationship of the parties under these Terms of Use is that of independent contractors, and these Terms of Use will not be construed to imply that either party is the agent, employee, or joint venturer of the other. These Terms of Use shall be governed by and interpreted in accordance with the laws of the State of Delaware excluding that body of law pertaining to conflict of laws. Any legal action or proceeding arising under these Terms of Use will be brought exclusively in courts located in Wilmington Delaware and the parties hereby irrevocably consent to the personal jurisdiction and venue therein. You agree that these Terms of Use and the rules, restrictions, and policies contained herein, and Niveza's enforcement thereof, are not intended to confer and do not confer any rights or remedies on any person other than you and Niveza. These Terms of Use together with the rules and policies of Niveza constitute the entire agreement between Niveza and you with respect to the subject matter hereof. Any notice or other communication to be given hereunder will be in writing and given by

(a) Niveza via email (in each case to the address that you provide),
(b) a posting on the Site, or
(c) you via email to notice@niveza.com or to such other addresses as Niveza may specify in writing. The date of receipt shall be deemed the date on which such notice is transmitted.

14 Feedback

Your feedback is welcome and encouraged. You may submit feedback by emailing us at support@niveza.com. You agree, however, that

(i) by submitting unsolicited ideas to Niveza or any of its employees or representatives, by any medium including but not limited to email, written, or oral communication, you automatically forfeit your right to any intellectual property rights in such ideas; and
(ii) such unsolicited ideas automatically become the property of Niveza. You hereby assign and agree to assign all rights, title, and interest you have in such feedback and ideas to Niveza together with all intellectual property rights therein. In addition, you warrant that all moral rights in any Feedback have been waived, and you do hereby waive any such moral rights. If you have questions about these Terms of Use or about the Site or content thereon, please contact Niveza at support@niveza.com.