DATA LICENSE TERMS AND CONDITIONS

1. License; Restrictions.

1.1 License. M2M Capital, Inc. ("Licensor") grants to the Client as detailed in a mutual executed order form ("Order Form"), a limited, non-exclusive, non-transferable, non-sublicensable, license to receive, use, process and store within the United States the data, text, images, content, reports, software and related documentation in any media or form provided by Licensor through Licensor’s services or products pursuant to the Order Form ("collectively, "Data""). Client’s usage of the Data shall be for internal business purposes only unless otherwise detailed in the applicable Order Form. The Order Form and these Terms and Conditions are collectively referred to as the "Agreement".

1.2 Derived Data. In addition to the rights detailed in Section 1.1, Client may create derived data ("Derived Data")from the licensed Data provided that: (a) such Derived Data cannot be reversed engineered or decompiled to arrive at the underlying Data; and/or (b) the Derived Data cannot be a substitute for a service provided by Licensor containing the Data. Client shall exclusively own all rights and title in the Derived Data; provided that such Derived Data cannot be distributed outside of Client except as otherwise detailed in the Order Form or except with Licensor’s prior written approval. All rights not granted hereunder are expressly reserved by Licensor.

1.3 Restrictions. Client shall not: (a) copy, modify, reverse engineer, decode, decompile, attempt to tamper with, evade, or discover the method of operations of the Data or services used to provide the Data; (b) sell, lease, rent, furnish, retransmit, redistribute, disseminate, divert, release, license, sublicense or otherwise permit or provide access to the Data in any manner not detailed in Section 1.1 or 1.2, including, but not limited to, incorporation in a database, marketing list /or report; (c) use the Data in violation of this Agreement or in violation of applicable law or regulation; (d) introduce any harmful data, computer code, or viruses to the Licensor systems or damage, disrupt, disable, or harm the Licensor systems; (e) use the Data in any time sharing service bureau, software-as-a-service, cloud or other technology service; (f) distribute the Data in any manner that does or could compete with any business, product or service of Licensor or serve as a source of, or substitute for, Data made available by Licensor; or (g) remove or alter any copyright, ownership and/or identification notices found within the Data. For Data that is anonymized or aggregated for the purpose of identity protection, Client warrants it will not attempt any disaggregation or de-anonymization or attempt to infer the identity of an anonymized entity or any entity that is part of an aggregation via statistical methods or other reverse engineering techniques.

1.4 Access. Client will be provided access to the Data through Licensor’s website, Licensor applicable program interface (API), or other tools, as applicable, that may be made available by Licensor as more explicitly detailed in the applicable Order Form.

2. Client Obligations.

2.1 Client shall comply with any Licensor technical specifications or requirements in accessing the Data. In the event Licensor provides a back-up option to access the Data, Client shall only use such back-up option in cases where the primary means of accessing the Data is unavailable.

2.2 Client shall be responsible for and shall pay for all costs of cabling, communications, electrical and common carrier equipment installation charges incurred in connection with access to and receipt of the Data.

2.3 Client shall implement reasonable security measures and safeguards in accordance with industry standards to prevent unauthorized individuals or entities from gaining access to the Data. Client shall notify Licensor promptly upon any known breach in security procedures related to the Data.

2.5 Client represents and warrants that its use of any Data shall in all cases comply with all applicable federal, state and local laws and regulations.

3. Changes to the Data Services.

3.1 Client acknowledges and agrees that nothing in this Agreement constitutes an undertaking by Licensor to continue to provide the Data. Licensor may, in its sole discretion and at any time, make changes to, or make modifications or deletions of, the Data.

3.2 Licensor shall not be required to provide notice of any routine modifications, additions or deletions to the Data. For all other modifications, additions or deletions, Licensor shall endeavor to provide at least thirty (30) days’ advance notice of any non-material changes and at least ninety (90) days’ advance notice of any material changes, except to the extent a shorter period is: (a) otherwise permitted herein; (b) required due to a malfunction in the Licensor systems; (c) required due to emergency or priority situation that necessitates such change on an accelerated basis or otherwise precludes advance notice; or (d) required pursuant to an order of a court, an arbitrator, or a regulatory agency.

3.3 Receipt or use of the Data after the applicable notice period shall constitute acceptance of any such change.

4. Fees.

4.1 Client shall pay Licensor the fees detailed in the applicable Order Form. Licensor may update the fees on an annual basis and such price increase shall be effective upon commencement of the new term year. In the event that the price increase exceeds the greater of 3% or CPI, Licensor shall provide Client with advance notice, with a minimum of thirty (30) days prior to the end of the then current term year.

4.2 Client agrees to pay the amounts invoiced by Licensor no later than thirty (30) days of date of invoice. Client shall pay Licensor a late fee equal to the lesser of: (i) one and one-half percent (1.5%) per month; or (ii) the maximum amount permitted by applicable law on any amounts due Licensor for the period commencing sixty (60) days after the applicable due date of such fees. All payments shall be made in immediately available funds. Client further agrees to pay all reasonable and actual fees incurred by Licensor in connection with the collection of any past due amount owed to Licensor under this Agreement.

4.3 Client shall pay any taxes, including, but not limited to, any VAT, charges or assessments (other than taxes imposed on the net income of Licensor by any government bodies relating to the provision of the Data pursuant to this Agreement, and any related penalties or interest. If Client is required by applicable law to deduct or withhold any such tax, charge or assessment from the amounts due to Licensor, then such amounts due shall be increased so that the net amount actually received by Licensor after the deduction or withholding of any such tax, charge or assessment, will equal one hundred percent (100%) of the charges that are owed.

5. Ownership.

5.1 The Data, including without limitation any and all intellectual property rights inherent therein or appurtenant thereto, shall, as between the two parties, be and remain the sole and exclusive property of Licensor. Client shall not, by act or omission, diminish, impair or interfere with in any manner the acquisition, maintenance, and full enjoyment by Licensor, its licensees, transferees and assignees, of Licensor’s proprietary rights in the Data. Client acknowledges and agrees that third party providers have exclusive proprietary rights in their respective information, data and services.

5.2 Client acknowledges and agrees that Licensor has proprietary rights in certain trademarks, service marks, copyrights or patents, registered or unregistered including, but not limited to the names and trademarks of the Licensor. Client shall not: (i) use the Licensor names, trademarks or service marks in any advertising or marketing materials, except with Licensor's prior written consent; or (ii) use these trademarks, service marks, copyrights or patents, registered or unregistered, in any way that would infringe, misappropriate or violate such marks, copyrights or patents.

6. Term; Termination

6.1 Order Form Term. The term for each Order Form shall be detailed in the applicable Order Form ("Order Form Term"). In the event the term is not detailed in an Order Form, such Order Form Term shall commence as of the Order Form Effective Date and continue for a period of one (1) year. Thereafter, the term of an applicable Order Form shall renew for subsequent one-year terms, unless either Party gives notice to the other at least ninety (90) days before the end of the present Order Form Term of its intent not to renew, or otherwise terminates the Order Form in accordance with Section 6.2.

6.2 Termination

6.2.1 Either Party may elect, without prejudice to any other rights or remedies, to terminate an applicable Order From, upon thirty (30) days advance notice with an opportunity to cure within the stated period, if the other Party has failed to perform any material obligation under this Agreement or applicable Order Form.

6.2.2 Either Party may elect, without prejudice to any other rights or remedies, to terminate an applicable Order Form with advance written notice, if a petition in bankruptcy has been filed by or against the other Party or the other Party has made an assignment for the benefit of creditors, or a receiver has been appointed for the other Party or any substantial portion of the other Party's property, or the other Party or its officers or directors takes action approving or makes an application for any of the above.

6.2.3 Either Party may elect, without prejudice to any other rights or remedies, to terminate an applicable Order Form with thirty (30) days’ notice (or in the event of an emergency, with such notice as is practicable), if either Party's ability to perform its obligations under this Agreement is substantially impaired by any new statute, or new rule, regulation, order, opinion, judgment, or injunction of the Securities and Exchange Commission, a court, an arbitration panel, or governmental body or Self-Regulatory Organization with jurisdiction over the Party.

6.2.4 Licensor may terminate any Order Form immediately, in the event that: (a) Licensor is prevented from disseminating the Data, or any part thereof; or (b) Licensor, in its sole reasonable discretion, determines that any failure on the part of the Client to comply with this Agreement has or is likely to have a materially adverse impact on the operation or performance of the Licensor systems or Data or has or is likely to cause disproportionate harm to Licensor’s interests should termination be delayed.

6.2.5 Licensor may terminate an Order Form upon not less than ninety (90) days prior written notice, should it determine that it will cease providing the same type of Data to all other customers or entities that were receiving the same type of Data as Client.

6.2.6 Licensor may terminate an Order Form upon not less than three (3) days prior written notice for any reason if the Order Form is entered into on a free trial basis.

6.3 Effect of Termination. Upon termination or expiration of any applicable Order Form for any reason whatsoever, all rights granted to Client hereunder or thereunder to use the applicable Data shall terminate. Client shall immediately cease using all Data, and (b) delete or purge any Data provided by Licensor. Upon Licensor’s request, Client shall certify that all such deletions, purges and cessation of use has occurred. Notwithstanding the above, Client may retain copies of the Data where legally compelled by government regulation, or as necessary for audit or regulatory compliance purposes. If Licensor terminates this Agreement without cause, Licensor will provide Client with a pro rata refund of any prepaid fees for the period after the date of termination associated with this Agreement.

6.4 Survival. The terms of Sections 1.4, 2.5, 5, 6.3, 6.4, 7, 9, 10, 11, 12, 15 through 20 shall survive expiration or termination of this Agreement.

7. Confidentiality.

7.1 In the event either Party (the “Receiving Party”) obtains during the course of the Agreement, direct or indirect access to non-public or proprietary information of the other Party (the “Disclosing Party”) (which may include but not be limited to, certain non-public and/or proprietary financial, sales and distribution, marketing, research and development, organizational, employee, technical and business information, policies or practices, portfolio holdings and securities related information and certain non-public personal or financial information received from or relating to third parties such as a Party’s own clients and customers), the Receiving Party shall adhere to industry best practices for securing the Confidential Information of the Disclosing Party so as to reasonably ensure that such Confidential Information is not lost, stolen or otherwise used, modified or accessed by any unauthorized person.

7.2 The Receiving Party shall have the limited right to use the Confidential Information only for the purpose of fulfilling its commitments and obligations to the Disclosing Party under this Agreement and for no other purpose.

7.3 The Receiving Party shall promptly notify the Disclosing Party of any breach or suspected breach of the provisions of this Section 7.

7.4 "Confidential Information" shall not include any information which the Receiving Party can demonstrate (i) is in the public domain through no fault or breach of confidentiality by such Receiving Party, (ii) was rightfully known by the Receiving Party prior to its disclosure by the Disclosing Party and was not obtained in such circumstances subject to a requirement of confidentiality or in breach of a confidentiality obligation, or (iii) was developed independently of, and without the use of or access to, any Confidential Information received or exchanged pursuant to this Agreement.

7.5 Despite the obligations of this Section 7, the Receiving Party may disclose Confidential Information of the Disclosing Party to the limited extent such Confidential Information is required to be disclosed by the Receiving Party by law or pursuant to an order of any court, government authority, administrative body or self-regulatory organization or pursuant to a request or routine examination of a government authority or self-regulatory organization; provided that, where practicable, the Receiving Party shall provide the Disclosing Party with notice of such request or order, including copies of subpoenas, orders or requests requesting such Confidential Information, and shall not make disclosure pursuant thereto until legally required.

7.6 Upon termination of this Agreement and upon the Disclosing Party’s request, each Party agrees to ensure that the Receiving Party shall transmit to the Disclosing Party or to destroy, at the Disclosing Party’s option, all Confidential Information of the Disclosing Party. If the Disclosing Party requests destruction, it may also require the Receiving Party to deliver, within fifteen (15) days of such request, a certificate executed by an officer of the Receiving Party certifying as to the destruction of such Confidential Information. Notwithstanding the foregoing, the Receiving Party may retain, but not use, the Disclosing Party’s Confidential Information as necessary for maintaining its internal business records, for audit purposes, or as required by applicable law or regulation after termination or expiration of this Agreement. Any such Confidential Information so retained shall remain subject to the terms of this Agreement.

7.7 In the event of a violation or threat of violation by the Receiving Party, directly or indirectly, of the terms of this Section 7, the Disclosing Party will have the right, and in addition to all other remedies available to it at law, in equity or under this Agreement, to seek affirmative or negative injunctive relief from a court of competent jurisdiction, without proof of the economic value of any interest sought to be protected and without any requirement that the Disclosing Party post bond or any other security. Each Party acknowledges that a violation of this Section 7 may cause irreparable harm and that all other remedies are inadequate. Each Party further agrees that, upon proof of the existence of a violation of this Section 7, the Party seeking relief will be entitled to all costs and reasonable attorneys’ fees incurred by such Party in bringing such action.

8. Audit.

Licensor or its designee, upon thirty (30) days advance written request, shall have the right to audit use of the Data by Client. Client shall allow Licensor or its designee access to any of the premises, computers (including, but not limited to, hardware, software and network services) and personnel of Client at reasonable times for the purpose of such audits. Licensor or its designee shall comply with all Client policies and procedures when conducting audits at the Client facilities. All information collected as part of the audit shall be deemed Client Confidential Information. The rights detailed under this Section shall continue for a period of one (1) year following termination or expiration of the Agreement.

9. Disclaimer.

LICENSOR WILL ENDEAVOR TO OFFER THE DATA AS PROMPTLY AND AS ACCURATELY AS IS REASONABLY PRACTICABLE. NOTWITHSTANDING THE FOREGOING, CLIENT ACKNOWLEDGES AND AGREES THAT THE DATA AND ANY AND ALL MATERIAL RELATED TO THE DATA, INCLUDING, BUT NOT LIMITED TO, THE SPECIFICATIONS, ARE BEING PROVIDED “AS IS” WITH NO WARRANTIES WHETHER WRITTEN OR ORAL, EXPRESS OR IMPLIED, OR STATUTORY WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT INCLUDING, WITHOUT LIMITATION, TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY, FREEDOM FROM INTERRUPTION, ANY IMPLIED WARRANTIES ARISING FROM TRADE USAGE, COURSE OF DEALING, OR COURSE OF PERFORMANCE, OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE.

10. Limitation of Liability.

10.1 LICENSOR AND ITS THIRD PARTY PROVIDERS SHALL NOT BE LIABLE TO CLIENT OR TO ANY OTHER PERSON FOR TRADING LOSSES, LOSS OF ANTICIPATED PROFITS, LOSS BY REASON OF SHUTDOWN IN OPERATION OR FOR INCREASED EXPENSES OF OPERATION, OR FOR ANY INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL LOSS OR DAMAGE OF ANY NATURE ARISING FROM ANY CAUSE WHATSOEVER, EVEN IF LICENSOR AND/OR ITS THIRD PARTY PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2 IF LICENSOR OR ANY LICENSOR AFFILIATE IS FOR ANY REASON HELD LIABLE TO CLIENT, OR TO ANY OTHER PERSON, FOR CLAIMS ARISING FROM THE DATA, WHETHER IN TORT OR IN CONTRACT, THE LIABILITY OF LICENSOR SHALL BE LIMITED TO AN AMOUNT OF CLIENT’S DIRECT DAMAGES THAT ARE ACTUALLY INCURRED BY CLIENT IN REASONABLE RELIANCE, AND WHICH AMOUNT DOES NOT EXCEED, SIX (6) MONTHS FEES PAID FOR SUCH DATA TO LICENSOR, CALCULATED OVER THE SIX (6) MONTHS PRECEDING THE CLAIM.

10.3 CLIENT AND LICENSOR UNDERSTAND AND AGREE THAT THE PRICING FOR THE DATA REASONABLY REFLECTS THE ALLOCATION OF RISK AND LIMITATION OF LIABILITY SET FORTH IN THIS SECTION.

11. Indemnification.

11.1 Client shall defend, be liable to, indemnify, and hold the Licensor all of its officers, directors, employees, and agents (“Indemnified Parties”) harmless from and against, any and all Claims or Losses imposed on or asserted against any of the Licensor Indemnified Parties by third parties to the extent that the Claims and Losses result from or relate to: (a) failure of Client, its employees, independent consultants/subcontractors, directors, and other agents to comply with the terms and conditions of this Agreement; or (b) the receipt or use of the Data by Client, its employees, directors, and other agents contrary to the provisions of this Agreement. “Claims or Losses” or “Claims and Losses” means any and all liabilities, obligations, losses, damages, penalties, claims, suits, costs, judgments, settlements, and expenses of whatever nature, whether incurred by or issued against an indemnified Party or a third party, including, without limitation, (a) indirect, special, punitive, consequential or incidental loss or damage, (including, but not limited to, trading losses, loss of anticipated profits, loss by reason of shutdown in operation or increased expenses of operation, or other indirect loss or damage) and (b) reasonable out-of-pocket administrative costs, investigatory costs, litigation costs, and auditors’ and attorneys’ fees and disbursements.

11.2 Licensor shall defend, be liable to, indemnify, and hold the Client of its officers, directors, employees, agents (“Client Indemnified Parties”) harmless from and against any and all Claims and Losses imposed on or asserted against Client Indemnified Parties by a third party to the extent that the Claims and Losses result from or relate to any claim or allegation that the Data provided by Licensor hereunder infringe, violate or misappropriate the intellectual property rights of a third party. In the event of such claim or if, in Licensor's opinion, such a claim, action or allegation is likely to occur or if the use of the Data or any specifications is enjoined because of infringement or misappropriation, Licensor may, at its sole option and expense: (a) procure for Client the right to continue using the Data or any specifications; (b) replace or modify the Data or any specifications to be non-infringing, and require the return of the potentially infringing or misappropriating items, if applicable, without liability to Client or any other person; or (c) terminate this Agreement immediately without liability to Client or any other person. The indemnification obligations and remedies detailed in this Section 11.2 shall be Client’s sole and exclusive remedy in the event of an infringement claim.

11.3 The Party obligated to provide indemnification under this Section 11 shall give prompt written notice to the Indemnified Party of any proposed settlement of an indemnifiable claim under this Section 11 and the indemnifying Party may not, without the Indemnified Party’s prior written consent, settle or compromise any claim or consent to the entry of any judgment regarding which indemnification is being sought hereunder unless such settlement, compromise, or consent: (a) includes an unconditional release of the Indemnified Party from all liability arising from the claim; (b) does not contain any admission or statement suggesting any wrongdoing or liability on behalf of the Indemnified Party; and (c) does not require a contribution from any Indemnified Party or contain any equitable order, judgement or term (other than the fact of payment of the amount of such payment from the Client) that in any manner affects, restrains, or interferes with the business or regulatory functions of the Indemnified Party. The Indemnified Party’s duty to cooperate in litigation shall not be deemed a waiver of any attorney-client, attorney-work product, or other legal privilege or protection from disclosure.

12. Notification; Notification of Changes.

12.1 All notices and other communications (except for invoices) required to be given in writing under this Agreement shall be: (a) delivered to the address of the applicable Party set forth in the Order Form as may be modified from time to time by providing advance notice in accordance with this Section; or (b) for Licensor provided notices on its website (or successor thereto).

12.2 Notices shall be deemed to have been duly given by any one (or more) of the following methods: (i) upon actual receipt (or date of first refusal) by a Party, or (ii) upon constructive receipt (or date of first refusal) if sent by certified mail, return receipt requested, or any other delivery method that actually obtains a signed delivery receipt. Additionally, notice shall be deemed to have been duly given by Licensor: (a) upon posting the notice or other communication in accordance with Section 12.1(b), or (b) upon receipt, if a valid email address is provided and remains current, Licensor may give notice to or communicate with Client by email addressed to the persons identified in Section 12.1(a) or to such other email address or persons as Client shall hereafter specify by prior written notice. By providing an email address, Client agrees that any receipt received by Licensor from Client’s service provider or internet computer server indicating that the email was received shall be deemed proof that Client received the message.

13. Force Majeure.

Notwithstanding any other term or condition of this Agreement, neither Licensor nor Client shall be obligated to perform or observe its respective obligations under this Agreement (except for regulatory obligations) if prevented or hindered from doing so by any circumstances beyond any of their reasonable control (a “Force Majeure Event”). The Party whose performance is prevented, hindered, or delayed by a Force Majeure Event will promptly notify the other Party of the occurrence of the Force Majeure Event and describe in reasonable detail the nature of the Force Majeure Event, and also promptly inform the other Party of the termination of the Force Majeure Event.

14. Publicity.

Licensor shall have the right to identify Client as a customer of Licensor, including utilizing Client’s logo to identify Client as a customer.

15. Subsequent Parties; Limited Relationship.

The Agreement shall inure to the benefit of and shall be binding upon the Parties hereto and their respective permitted successors or assigns. Neither Party shall assign this Agreement (including by operation of law) without the prior written consent of the other Party, such consent not to be unreasonably withheld. Licensor may, however, assign this Agreement to any subsidiary or affiliate without the consent of the Client. Nothing in this Agreement, express or implied, is intended to or shall (a) confer on any individual or entity other than the Parties hereto, or their respective permitted successors or assigns, any rights to remedies under or by reason of this Agreement; (b) constitute the Parties hereto partners or participants in a joint venture; or (c) appoint one Party the agent of the other. There are no third-party beneficiaries of this Agreement except for persons that are indemnified hereunder.

16. No Government Rights.

This Agreement neither grants nor is intended to grant, directly or through Client, to any governmental entity or agency any rights in technical data (including, but not limited to, software) as set forth in FAR Subpart 27.4 or any other regulation. Any such rights of a governmental entity or agency in technical data (including, but not limited to, software) shall be determined by a separate written agreement with Licensor.

17. Claims.

In no event shall any claim, dispute, controversy or other matter arising pursuant to this Agreement (other than claims for financial non-compliance) be made against Licensor, Client, or any person claiming by or through either Licensor or Client, later than one (1) years after the claim, dispute, controversy or other matter in question has arisen. Licensor, Client, any person claiming by or through Licensor and Client and their respective employees, directors, and other agents expressly waive any claims, disputes, controversies, and other matters not brought within the period set forth above.

18. Amendment; Waiver.

18.1 Licensor may amend any term or condition of this Agreement on ninety (90) days notice to the Client, and any use of the Data after such date shall be deemed to be acceptance of the new term or condition. The means of notifying the Client of such amended term or condition may include, but not be limited to, emailing such term or condition to the Client or posting such amendment on Licensor’s website.

18.2 No failure on the part of Licensor or the Client to exercise, no delay in exercising, and no course of dealing with respect to any right, power, or privilege under the 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.

19. Governing Law.

This Agreement shall be deemed to have been made in the United States, State of New York, and shall be construed and enforced in accordance with, and the validity and performance hereof shall be governed by, the laws of the State of New York, without reference to principles of conflicts of laws thereof. The Client hereby consents to submit to the jurisdiction of the courts in and of the State of New York in connection with any action or proceeding instituted relating to the Agreement. Any claim, dispute, or controversy of whatever nature arising out of or relating to this Agreement, including, without limitation, any action or claim based on tort, contract, or statute (including any claims of breach), or concerning the interpretation, effect, termination, validity, performance and/or breach of this Agreement, shall be resolved by final and binding arbitration (“Arbitration”) before a panel of three (3) arbitrators (“Arbitrators”) selected from and administered by Judicial Arbitration and Mediation Service Inc. (the “Administrator”) in accordance with its then existing arbitration rules or procedures regarding commercial or business disputes. Each party shall select one arbitrator and the two parties shall then agree on a third arbitrator, who shall be selected from a list provided by the Administrator. The arbitration shall be held in New York City.

20. Severability

If any of the provisions of the Agreement, or application thereof to any individual, entity or circumstance, shall to any extent be held invalid, or unenforceable, the remainder of the Agreement, or the application of such terms or provisions to individuals, entities, or circumstances other than those as to which they are held invalid or unenforceable, shall not be affected thereby and each such term and provision of the Agreement shall be valid and enforceable to the fullest extent permitted by law.

21. Counterparts.

This Agreement may be executed in one or more counterparts, which shall each be considered an original, but all of which together shall constitute one and the same Agreement.

22. Entire Agreement.

The Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior negotiations, communications, writings, and understandings. In the event of any conflict between the provisions of this Agreement and the Order Form, the order of preference shall be the Order Form and then this Agreement. All personal pronouns used in the Agreement, whether used in the masculine, feminine or neutral gender, shall include all other genders, if and where applicable. The use of the singular in the Agreement shall include the plural, and vice versa. Section headings are included for convenience only and are not to be used to construe or interpret this agreement.