TRUESALES CORPORATION ("TRUESALES") IS WILLING TO GRANT YOU RIGHTS TO ESTABLISH AN ACCOUNT TO USE THIS SITE ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS AGREEMENT.

SUBSCRIPTION AGREEMENT

Effective Date: January 19, 2010

1. Parties. The parties to this Agreement are you and TrueSales. If You are not acting on behalf of yourself as an individual, then "you" means your company or organization. All references to "us", "this web site" or "this site" shall be construed to mean TrueSales.

2. Modification of Agreement. We reserve the right to modify this Agreement at any time, and without prior notice, by posting an amended Agreement that is always accessible through the "Legal" link on this site's home page. Your continued use of this site indicates your acceptance of the amended Agreement. You should check this Agreement through this link periodically for modifications by clicking on the link provided near the top of the Agreement for a listing of material changes and their effective dates.

3. Subscription Eligibility. Subscriptions are not available to minors under the age of 18 years of age and any user that has been suspended or removed from the system. You may not have more than one active subscription. Additionally, you are prohibited from selling, trading, or otherwise transferring your TrueSales subscription to another party.

4. Subscription License. You are granted non-exclusive rights to this site's subscription services, subject to this Agreement, the Terms of Use and Privacy Policy. Subscription services are described at http://www.repquotes.com/subscription_services.asp. TrueSales reserves the right to update and modify the services from time to time.

5. Termination. You agree that TrueSales may, with or without cause, immediately terminate your TrueSales account and access to the subscription services without prior notice. Without limiting the foregoing, the following will lead to a termination by TrueSales of your subscription: (a) breaches or violations of this Agreement or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you (self-initiated account deletions), (d) unexpected technical issues or problems, and (e) extended periods of inactivity. Termination of your account includes (a) removal of access to all offerings available to account holders, (b) deletion of your password and all related information, files and content associated with or inside your account, and (c) barring further use of the account. Further, you agree that all terminations shall be made in TrueSales’ sole discretion and that TrueSales shall not be liable to you or any third-party for any termination of your account or access to subscription services.

6. Your Account. You are responsible for maintaining the confidentiality of your login, password, and subscription account, and are fully responsible for all activities that occur under your password or subscription with or without your knowledge. If you knowingly provide your login and password information to another person, your subscription may be suspended temporarily or terminated. You agree to immediately notify TrueSales of any unauthorized use of your password or account or any other breach of security. TrueSales cannot and will not be liable for any loss or damage arising from your failure to comply with this section.

7. Subscription Fees. Initially, subscription services are offered free of charge. However, TrueSales reserves the right to charge subscription fees upon notice to you in the future. If you elect to pay subscription fees, fees may be by credit card online at this site, or by any other method approved by TrueSales. Fees are non-refundable, unless expressly provided otherwise on this site or in this Agreement. If for any reason TrueSales is unable to charge your credit card with the full amount of the fees, or if TrueSales is charged back for any fee previously charged to your credit card, you agree that TrueSales may pursue all available remedies to pursue payment, including without limitation, suspension or termination of your subscription.

8. License Grant For Content. Subject to the terms of this Agreement, You are granted non-exclusive rights to download and use the content available for download from this web site ("Content") only for purposes of use for Your own internal limited external business purposes.

9. Use Restrictions For Content. You may copy, modify, and transfer the Content to others provided that You do not remove or obscure any proprietary rights notices or labels on the Content. You are not authorized to resell, sublicense, or use the Content for any commercial use or purpose.

10. Ownership. TrueSales and its suppliers own this site, the Content and all intellectual property rights embodied therein. The site and Content are protected by United States copyright laws and international treaty provisions. This Agreement provides You only a limited use license, and no ownership of any intellectual property.

11. Technical Support. TrueSales shall answer questions by email and telephone regarding the use of the services.

12. Accuracy of Information and Disclaimer of Warranty Regarding This Site. TrueSales has made every effort to present the services and content on this site accurately, but additions, deletions and changes may occur. Except as may be provided in any separate written agreements signed by the parties, the services, content, and/or products on this site are provided “as is”, and neither TrueSales nor its representatives make any representation or warranty with respect to such products, services, and/or content. EXCEPT AS MAY BE PROVIDED IN ANY SEPARATE WRITTEN AGREEMENT SIGNED BY THE PARTIES OR SEPARATE AGREEMENT ORIGINATING FROM THIS SITE, TRUESALES AND ITS REPRESENTATIVES SPECIFICALLY DISCLAIM, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, RELATING TO THIS SITE OR PRODUCTS, SERVICES AND/OR CONTENT ACQUIRED FROM THIS SITE, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, COMPLETENESS, TIMELINESS, CORRECTNESS, NONINFRINGEMENT, OR FITNESS FOR ANY PARTICULAR PURPOSE. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. NO PURCHASE OR USE OF THE ITEMS OFFERED BY THIS SITE IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER. If implied warranties may not be disclaimed under applicable law, then ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO THE PERIOD REQUIRED BY APPLICABLE LAW. Some states do not allow limitations on how long an implied warranty may last, so the above limitations may not apply to you.

13. Limitation of Liability. Under no circumstances will TrueSales or its affiliates have any liability with respect to any claims or damages (whether direct or indirect, special, incidental, consequential or punitive) as a result of your access or use of (or inability to access or use) this site or its content, even if they have been advised of the possibility of such damages. You access and use this site at your own risk.

14. Intended For Use Only In The United States. This site is controlled and operated by TrueSales from its offices within the United States. TrueSales does not represent that this site is appropriate or available for use elsewhere; access to this site from locations where its contents are illegal is not authorized. If you access this site from outside the United States, you do so on your own initiative and at your own risk.

15. Users Outside The United States. If you are located outside the U.S., then the following provisions shall apply: (i) Les parties aux presentes confirment leur volonte que cette convention de meme que tous les documents y compris tout avis qui siy rattache, soient rediges en langue anglaise (translation: "The parties confirm that this Agreement and all related documentation is and will be in the English language."); and (ii) you are responsible for complying with any local laws in your jurisdiction which might impact your right to import, export or use this site, and you represent that you have complied with any regulations or registration procedures required by applicable law to make this agreement enforceable.

16. Registration Data. Registration is required for you to establish an account at this site. You agree (i) to provide certain current, complete, and accurate information about You as prompted to do so by the registration form ("Registration Data"), and (ii) to maintain and update such registration information as required to keep such information current, complete and accurate. You warrant that your Registration Data is accurate and current, and that you are authorized to provide such Registration Data. You authorize us to verify your Registration Data at any time. If any Registration Data that you provide is untrue, inaccurate, not current or incomplete, we retain the right, in our sole discretion, to suspend or terminate rights to use your account. Solely to enable us to use information you supply us internally, so that we are not violating any rights you might have in that information, you grant to us a nonexclusive license to (i) convert such information into digital format such that it can be read, utilized and displayed by our computers or any other technology currently in existence or hereafter developed capable of utilizing digital information, and (ii) combine the information with other content provided by us in each case by any method or means or in any medium whether now known or hereafter devised.

17. Posting To This Site. We will not treat information that you post to areas of this site that are viewable by others (for example, to a forum or chat-room) as confidential or proprietary. By posting information to this site, you agree that we may use that information without restriction. You may not post any infringing, threatening, defamatory, sexually graphic, inflammatory, profane, or other inappropriate material. We have no obligation to monitor posts to this site; however, we reserve the right to review such posts and to remove any material that, in our judgment, is not appropriate.

18. Monitoring. We reserve the right to monitor your access and use of this web site without notification to you. We may record or log your use in a manner as set out in our Privacy Policy that is accessible though the “Legal” link on this site’s home page.

19. Account Questions/Notifications. TrueSales maintains specific contact information including an e-mail address for questions and comments regarding your account with this site. All correspondence and email should be addressed as follows:

Notification of Questions/Comments Regarding Your Account
TrueSales Corporation
19440 Highway 99, Suite A PMB 296
Lynnwood, WA, 98036
Contact: Joe Furness - email: jfurness@wrighttools.com
Telephone: 425-485-0331 x2
Facsimile: 425-608-2626

20. Arbitration. Except for actions to protect intellectual property rights and to enforce an arbitrator’s decision hereunder, all disputes, controversies, or claims arising out of or relating to this Agreement or a breach thereof shall be submitted to and finally resolved by arbitration under the rules of the American Arbitration Association (“AAA”) then in effect. There shall be one arbitrator, and such arbitrator shall be chosen by mutual agreement of the parties in accordance with AAA rules. The arbitration shall take place in Seattle, Washington, and may be conducted by telephone or online. The arbitrator shall apply the laws of the State of Washington, USA to all issues in dispute. The controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The findings of the arbitrator shall be final and binding on the parties, and may be entered in any court of competent jurisdiction for enforcement. Enforcements of any award or judgment shall be governed by the United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards. Should either party file an action contrary to this provision, the other party may recover attorney's fees and costs up to $1000.00.

21. Jurisdiction And Venue. The courts of Snohomish County in the State of Washington, USA and the nearest U.S. District Court shall be the exclusive jurisdiction and venue for all legal proceedings that are not arbitrated under this Agreement.

22. Force Majeure. This site shall not be liable for any failure or delay in its performance under this Agreement due to causes, including without limitation, an act of God, act of civil or military authority, fire, epidemic, flood, earthquake, riot, war, sabotage, labor shortage or dispute, and governmental action, which are beyond its reasonable control.

23. Severability. If any provision of this Agreement is declared invalid or unenforceable, such provision shall be deemed modified to the extent necessary and possible to render it valid and enforceable. In any event, the unenforceability or invalidity of any provision shall not affect any other provision of this Agreement, and this Agreement shall continue in full force and effect, and be construed and enforced, as if such provision had not been included, or had been modified as above provided, as the case may be.

24. Force Majeure. Neither party shall be liable for damages for any delay or failure of delivery arising out of causes beyond their reasonable control and without their fault or negligence, including, but not limited to, Acts of God, acts of civil or military authority, fires, riots, wars, embargoes, Internet disruptions, hacker attacks, or communications failures. Notwithstanding anything to the contrary contained herein, if either party is unable to perform hereunder for a period of thirty (30) consecutive days, then the other party may terminate this Agreement immediately without liability by ten (10) days written notice to the other.

25. Miscellaneous. This Agreement constitutes the entire understanding of the parties with respect to the subject matter of this Agreement and merges all prior communications, representations, and agreements. This Agreement may be modified only by a written agreement signed by the parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. This Agreement shall be construed under the laws of the State of Washington, USA, excluding rules regarding conflicts of law. The application the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. This license is written in English, and English is its controlling language.

If you are willing to accept these terms and conditions and be bound in a legal agreement, please indicate your acceptance. .