ACCEPTANCE OF TERMS
ioMetics, LLC makes this Web site (the "Site"), including all information, documents, communications, files, text, graphics, software, and products available through the Site (collectively, the "Materials") and all services operated by ioMetics, LLC and third parties through the Site (collectively, the "Services"), available for your use subject to the terms and conditions set forth in this document and any changes to this document that ioMetics, LLC may publish from time to time (collectively, the "Terms of Use").

By accessing or using this Site in any way, including, without limitation, use of any of the Services, downloading of any Materials, or merely browsing the Site, you agree to and are bound by the Terms of Use.

ioMetics, LLC reserves the right to change the Terms of Use and other guidelines or rules posted on the Site from time to time at its sole discretion, and will provide notice of material changes on the product support page of the Site. Your continued use of the Site, or any Materials or Services accessible through it, after such notice has been posted constitutes your acceptance of the changes. Your use of the Site will be subject to the most current version of the Terms of Use, rules and guidelines posted on the Site at the time of such use. You should periodically check the "Terms of Use" link on the Site's home page to view the then current terms. If you breach any of the Terms of Use, your authorization to use this Site automatically terminates, and any Materials downloaded or printed from the Site in violation of the Terms of Use must be immediately destroyed.

INTELLECTUAL PROPERTY; LIMITED LICENSE TO USERS
The Materials and Services on this Site, as well as their selection and arrangement, are protected by copyright, trademark, patent, and/or other intellectual property laws, and any unauthorized use of the Materials or Services at this Site may violate such laws and the Terms of Use. Except as expressly provided herein, ioMetics, LLC and it's partners, associates, and affiliates do not grant any express or implied rights to use the Materials and Services. You agree not to copy, republish, frame, download, transmit, modify, rent, lease, loan, sell, assign, distribute, license, sublicense, reverse engineer, or create derivative works based on the Site, its Materials, or its Services or their selection and arrangement, except as expressly authorized herein. In addition, you agree not to use any data mining, robots, or similar data gathering and extraction methods in connection with the Site.

Use of Services. When using Services on this Site that are offered by ioMetics, LLC, you shall be subject to any posted guidelines, rules, or licenses applicable to such Services and to the Terms of Use. Such guidelines, rules, or licenses may contain terms and conditions in addition to those in the Terms of Use.

In addition to the Materials and Services offered by ioMetics, LLC, this Site also makes available materials, information, and services provided by third parties (collectively, the "Third Party Services"). The Third Party Services are governed by separate license agreements that accompany such services. ioMetics, LLC offers no guarantees and assumes no responsibility or liability of any type with respect to the Third Party Services, including any liability resulting from incompatibility between the Third Party Services and the Materials and Services offered by ioMetics, LLC. You agree that you will not hold ioMetics, LLC responsible or liable with respect to the Third Party Services or seek to do so.

Use of Software. The software and accompanying documentation that is made available to download from this Site is the copyrighted and/or patented work of ioMetics, LLC and it's partners, associates, and affiliates. Use of the software is governed by the terms of the license agreement that accompanies or is included with such software. You will not be able to download or install any software that is accompanied by or includes a license agreement unless you agree to the terms of such license agreement. If you do not agree to such terms, you will not be able to use the software. Absent a license agreement that accompanies the software, use of the software will be governed by the Terms of Use. You agree that you will not decompile, reverse engineer, or otherwise attempt to discover the source code of the software available on the Site.

Use of ioMetics, LLC Content and User Content. Except as indicated to the contrary elsewhere on this Site, you may view, download, and print the ioMetics, LLC Content and User Content available on this Site subject to the following conditions:

1. The ioMetics, LLC Content and User Content may be used solely for personal, informational, and internal purposes.
2. The ioMetics, LLC Content and User Content may not be modified or altered in any way.
3. The ioMetics, LLC Content and User Content on the Site may not be distributed or sold, rented, leased, or licensed to others.
4. You may not remove any copyright or other proprietary notices contained in the ioMetics, LLC Content and User Content.
5. ioMetics, LLC reserves the right to revoke the authorization to view, download, and print the ioMetics, LLC Content and User Content available on this Site at any time, and any such use shall be discontinued immediately upon notice from ioMetics, LLC.
6. The rights granted to you constitute a license and not a transfer of title.

The rights specified above to view, download, and print the ioMetics, LLC Content and User Content available on this Site are not applicable to the design or layout of this Site. Elements of this Site are protected by trade dress and other laws and may not be copied or imitated in whole or in part.

TRADEMARK INFORMATION
The trademarks, logos, and service marks ("Marks") displayed on this Site are the property of ioMetics, LLC and it's partners, associates, and affiliates. You are not permitted to use the Marks without the prior written consent of ioMetics, LLC or such third party that may own the Marks.

USER CONDUCT
In using the Site, including all Services and Materials available through it, you agree:

• not to disrupt or interfere with any other user's enjoyment of the Site or affiliated or linked sites;

• not to upload, post, or otherwise transmit through the Site any viruses or other harmful, disruptive, or destructive files;

• not to create a false identity;

• not to use or attempt to use another's account, password, service, or system without authorization from ioMetics, LLC;

• not to disrupt or interfere with the security of, or otherwise cause harm to, the Site, or any Services, Materials, system resources, accounts, passwords, servers, or networks connected to or accessible through the Site or any affiliated or linked sites.

USE AND PROTECTION OF UserID AND PASSWORD
You are responsible for maintaining the confidentiality of your UserID and password, if applicable. You are responsible for damages resulting from all uses of your UserID and password, whether actually or expressly authorized by you, unless access to your UserID and password was obtained through no fault or negligence of your own.

WARRANTIES AND DISCLAIMERS
EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN A WRITTEN AGREEMENT BETWEEN YOU AND ioMetics, LLC OR YOU AND A THIRD PARTY WITH RESPECT TO SUCH PARTY'S MATERIALS OR SERVICES, THIS SITE, AND ALL MATERIALS AND SERVICES ACCESSIBLE THROUGH THIS SITE ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, ioMetics, LLC MAKES NO WARRANTY THAT (i) THE SERVICES AND MATERIALS WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICES AND MATERIALS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR MATERIALS WILL BE EFFECTIVE, ACCURATE, OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, OR MATERIALS PURCHASED OR ACCESSIBLE BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS IN THE SOFTWARE OBTAINED FROM OR USED THROUGH THE SITE, OR ANY DEFECTS IN THE SITE, ITS SERVICES OR MATERIALS, WILL BE CORRECTED.

THIS SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES, OR TYPOGRAPHICAL ERRORS. ioMetics, LLC MAY MAKE CHANGES TO THE MATERIALS AND SERVICES AT THIS SITE, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY PRODUCTS LISTED HEREIN, AT ANY TIME WITHOUT NOTICE. THE MATERIALS OR SERVICES AT THIS SITE MAY BE OUT OF DATE, AND ioMetics, LLC MAKES NO COMMITMENT TO UPDATE SUCH MATERIALS OR SERVICES.

YOU UNDERSTAND AND ACKNOWLEDGE THAT (i) ioMetics, LLC DOES NOT CONTROL, ENDORSE, OR ACCEPT RESPONSIBILITY FOR ANY CONTENT, PRODUCTS, OR SERVICES OFFERED BY THIRD PARTIES THROUGH THE SITE, INCLUDING, WITHOUT LIMITATION, THIRD PARTY VENDORS AND THIRD PARTIES ACCESSIBLE THROUGH LINKS ON THE SITE; (ii) ioMetics, LLC MAKES NO REPRESENTATION OR WARRANTIES WHATSOEVER ABOUT ANY SUCH THIRD PARTIES, THEIR CONTENT, PRODUCTS, OR SERVICES; (iii) ANY DEALINGS YOU MAY HAVE WITH SUCH THIRD PARTIES ARE AT YOUR OWN RISK; AND (iv) ioMetics, LLC SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY CONTENT, PRODUCTS, OR SERVICES OFFERED BY THIRD PARTIES.

THE USE OF THE SERVICES OR THE DOWNLOADING OR OTHER USE OF ANY MATERIALS THROUGH THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM SUCH ACTIVITIES. ioMetics, LLC ASSUMES NO LIABILITY FOR ANY COMPUTER VIRUS OR OTHER SIMILAR SOFTWARE CODE THAT IS DOWNLOADED TO YOUR COMPUTER FROM THE SITE OR IN CONNECTION WITH ANY SERVICES OR MATERIALS OFFERED THROUGH THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ioMetics, LLC OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF USE.

SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. TO THE EXTENT PERMISSIBLE, ANY IMPLIED WARRANTIES ARE LIMITED TO NINETY (90) DAYS.

INTERNATIONAL USERS
This Site can be accessed from countries around the world and may contain references to ioMetics, LLC products, services, and programs that are not available in your country. These references do not imply that ioMetics, LLC intends to announce such products, services, or programs in your country.

The Site is controlled, operated, and administered by ioMetics, LLC from its offices within the United States of America. ioMetics, LLC makes no representation that the Site, or the Services or Materials available through it, are appropriate or available for use at other locations outside the United States, and access to the Site from territories where the Site or any of its Services or Materials are illegal is prohibited. If you access the Site from a location outside the United States, you are responsible for compliance with all local laws. See section on Export Control Laws, below, for further information.

PERSONAL INFORMATION AND PRIVACY
To learn about how ioMetics, LLC protects your personal information, such as your name and address, refer to the ioMetics, LLC Online Privacy Policy. Except as set forth in the Privacy Policy or in the Terms of Use, your personal information will be deemed to be confidential. Any non-personal information or material sent to ioMetics, LLC will generally be deemed to NOT be confidential. You understand and agree that we may disclose information about you if we have a good faith belief that we are required to do so by law or legal process, to respond to claims, or to protect the rights, property, or safety of ioMetics, LLC or others, or as stated in our Privacy Policy.

LIMITATION OF LIABILITY
IN NO EVENT, INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, SHALL ioMetics, LLC, ITS SUBSIDIARIES, AFFILIATES, AGENTS, OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, OR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT ioMetics, LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR THE INABILITY TO USE THIS SITE, ITS SERVICES, OR MATERIALS, THE STATEMENTS OR ACTIONS OF ANY THIRD PARTY ON OR THROUGH THE SITE, ANY DEALINGS WITH VENDORS OR OTHER THIRD PARTIES, ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY INFORMATION THAT IS SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY FAILURE TO STORE OR LOSS OF DATA, FILES, OR OTHER CONTENT, ANY SERVICES AVAILABLE THROUGH THE SITE THAT ARE DELAYED OR INTERRUPTED, OR ANY WEB SITE REFERENCED OR LINKED TO FROM THIS SITE.

SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE LIMITATIONS AND EXCLUSIONS SET FORTH ABOVE MAY NOT APPLY TO YOU.

FORWARD-LOOKING STATEMENTS DISCLAIMER
This Site may now, or hereafter from time to time, contain certain statements or information with respect to the plans, objectives, and/or projections of ioMetics, LLC for future operations, including those relating to the products or services of ioMetics, LLC. All such statements and information are forward-looking statements within the meanings of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements are based upon, or will be based upon, ioMetics, LLC judgment with respect to future events and are subject to a number of uncertainties and risks that could cause actual results or circumstances to differ materially from those expressed in the forward-looking statements. ioMetics, LLC wishes to caution you that such forward-looking statements are only predictions and that actual events or results may differ materially.

EXPORT CONTROL LAWS; NOTICE TO U.S. GOVERNMENT USERS
The export and re-export of ioMetics, LLC software products are controlled by the United States Export Administration Regulations, and such software may not be exported or re-exported to Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria, the Taliban controlled areas of Afghanistan, or any country to which the United States embargoes goods. In addition, ioMetics, LLC software may not be distributed to persons on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.

By downloading a ioMetics, LLC software product you are certifying that you are not a national of Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria, the Taliban controlled areas of Afghanistan, or any country to which the United States embargoes goods and that you are not a person on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.

INDEMNITY AND LIABILITY
You agree to indemnify and hold ioMetics, LLC and it's partners, associates, and affiliates, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of content you submit, post to, or transmit through the Site, your use of the Site, your connection to the Site, your violation of the Terms of Use, or your violation of any rights of another person or entity.

GOVERNING LAW AND JURISDICTION
This Site (excluding linked sites) is controlled by ioMetics, LLC from its offices within the state of California, United States of America. By accessing this Site, you and ioMetics, LLC agree that all matters relating to your access to, or use of, this Site shall be governed by the statutes and laws of the State of Tennessee, without regard to the conflicts of laws principles thereof.

GENERAL
The Terms of Use and the other rules, guidelines, licenses and disclaimers posted on the Site constitute the entire agreement between ioMetics, LLC and you with respect to your use of the Site. If for any reason a court of competent jurisdiction finds any provision of the Terms of Use, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties as reflected by that provision, and the remainder of the Terms of Use shall continue in full force and effect. Any failure by ioMetics, LLC to enforce or exercise any provision of the Terms of Use or related right shall not constitute a waiver of that right or provision. The section titles used in the Terms of Use are purely for convenience and carry with them no legal or contractual effect.