Data Access Agreement

This Data Access Agreement (“Agreement”) describes the requirements and limitations governing your access to and use of the Capstone Triton Financial Group, LLC (“CTFG”) electronic information and confidential data (“Confidential Data”) through any digital or web-based portal through which CTFG may grant or control user access. Your acceptance and use of your credentials to access the Confidential Data constitutes your continuing acceptance of this Agreement and the terms and restrictions hereto. You may only access or use Confidential Data in accordance with the terms and conditions that apply to the type of access granted (“Access Type”).

CTFG reserves the right in its sole discretion at any time (for any or no reason) without notice to you to change, suspend or discontinue the availability of CTFG’s Confidential Data.

CTFG reserves the right in its sole discretion at any time (for any or no reason) without notice to you to suspend your access to the Confidential Data or terminate your rights under this Agreement to access, use and/or display the Confidential Data. If CTFG terminates your rights under this Agreement, your license to use the Confidential Data as set forth under your Access Type immediately terminates and you must comply with any and all applicable expungement requirements under this Agreement as well as any and all applicable state and federal law regarding financial information privacy.

You may not transfer or assign your rights under this Agreement without prior written consent of CTFG.

Should you no longer desire to be bound by the terms of this Agreement, you must immediately discontinue use of any and all access credentials, contact CTFG in writing, and comply with any and all applicable expungement requirements under this Agreement as well as any and all applicable state and federal law regarding financial information privacy.

Client Access

The following sets forth the Access Type specifications for a client (“Client”) to access Confidential Data regarding Client’s own financial accounts.

Client shall take all reasonable steps necessary to safeguard their access credentials (“Credentials”) from compromise, including, but not limited to, complex alphanumeric passwords, not reusing passwords, and periodically changing your password. Client shall indemnify, defend and hold harmless CTFG for any and all loss or damages attributable to the improper use of Client’s Credentials to access confidential information regarding Client’s financial accounts managed through CTFG.

CTFG reserves the right in its sold discretion at any time and without notice to Client to terminate Client’s Credentials for suspected improper use of such Credentials.

Third-Party Access

The following sets forth the Access Type specifications for a third-party (“Third-party”) to access Confidential Data regarding a Client’s financial accounts.

Third-party shall use all commercially reasonable care in accessing and handling Confidential Data obtained as a result of this Agreement, including, but not limited to, adopting and maintaining policies and procedures for information technology security standard for Third-party’s industry, anti-virus/anti-malware software, complex passwords, changing passwords at commercially reasonable intervals, not reusing previous passwords and not sharing passwords with other individuals other than to whom the Credentials have been issued.

Third-party may not download or use the Confidential Data for any purpose other than for the exclusive purpose to perform work on behalf of a CTFG Client without CTFG’s prior written consent.

Third party Restrictions. Except as expressly and unambiguously authorized by CTFG in writing, Third-party may not (and will not permit or assist any other party to) (i) sell, rent, lease, loan, license, reproduce, modify, transfer, assign, sublicense, display, publish, distribute any part of the Confidential Data, (ii) otherwise use the Confidential Data on behalf of any other party, (iii) use the Confidential Data in any infringing, defamatory, harmful, fraudulent, illegal, deceptive, threatening, or harassing way. This Agreement does not include any right for Third-party to use any trademark, service mark, trade name or other mark of CTFG or any other party or licensor. No rights or licenses are granted except as expressly and unambiguously set forth herein.

Third-party agrees to report to CTFG any errors of difficulties discovered as a result of their access to the Confidential Data. CTFG is in no way obligated to provide Third-party with any error correction or support but may provide whatever error correction and/or support services CTFG may determine in its sole discretion (and anything it provides in connection therewith will be deemed part of the Confidential Data).

Third party Responsibility. Third-party agrees that CTFG shall have no liability whatsoever for (i) any use Third-party makes of the Confidential Data or (ii) Third-party’s products or services that interact with or otherwise use any part of the Confidential Data. Third-party shall indemnify, defend and hold harmless CTFG from any and all claims, damages, liabilities, costs and fees (including reasonable attorneys’ fees) arising from (i) or (ii) above or for any breach of this Agreement and/or unauthorized use or disclosure of Confidential Data.

WARRANTY DISCLAIMER

All parties acknowledge that the Confidential Data and any associated services to provide the data are provided “AS IS”. Confidential Data is obtained from sources determined to be reliable. However, CTFG makes no representations or warranties regarding the accuracy or precision of the Confidential Data.

LIMITATION OF LIABILITY. CTFG AND ITS LICENSORS SHALL NOT BE RESPONSIBLE OR LIABILE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR THE TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIENCE, STRICT LIABILITY OR OTHER THERORY (A) FOR LOSS OR INACCURACY OF CONFIDENTIAL DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVIES OR TECHNOLOGY OR (B) FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO LOSS OF REVENUES AND/OR LOSS OF PROFITS OR (C) FOR ANY AMOUNT IN THE GGREGATE OF THE AMOUNT PAID OR PAYABLE BY LICENSEE UNDER THIS AGREEMENT (PROVIDED THAT, IF NO AMOUNTS HAVE BEEN PAID SUCH CAP SHALL BE FIVE HUNDRED DOLLARS (US$500.00)).

GENERAL. This Agreement shall be governed by and construed under the laws of the State of Oklahoma without giving effect to the principles of conflicts of law. All disputes arising in connection with this Agreement shall be subject to the sole and exclusive jurisdiction and venue of the state and federal courts located in Oklahoma City, Oklahoma. The prevailing party in any action arising out of this Agreement shall be entitled to an award of its costs and attorneys’ fees. No waiver of rights under this agreement by either party shall constitute a subsequent waiver of any right under this Agreement and all waivers must be in writing. In the event that any term of this Agreement is held by a court to be unenforceable, such provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. All Clients and Third-parties agree that CTFG is not responsible for anything resulting from events beyond CTFG’s reasonable control, including but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, failure or shortage of infrastructure, or shortage of materials. Clients and Third-parties may not assign or transfer this Agreement (or any part hereof), including, without limitation, in connection with any merger, sale, or other change in control of Client or Third-party’s assets relating to this Agreement without prior written consent from CTFG. CTFG shall have the right to freely assign or otherwise transfer this Agreement (in whole or in part). All notices required or permitted under this Agreement will be in writing and will be sent to CTFG at 14614 Bogert Pkwy, Oklahoma City, OK 73134 and at such address for Client or Third-party as they may designate in writing. This Agreement is the complete agreement between the parties hereto concerning the subject matter of this Agreement and replaces any and all prior oral or written communication between the parties with respect thereto. CTFG may amend this Data Access Agreement at any time in its sole discretion and Client's and Third-party's continued use of Credentials to access Confidential Data constitutes continuing acceptance of any and all amendments of this Agreement.