TERMS AND CONDITIONS

1. SUBSCRIPTION AGREEMENT

1.1 The following Terms and Conditions govern each and every Subscription Agreement entered into between ThoughtBomb Studios LLC. dba EchoMTG, a Delaware corporation (the “Company”) and its Subscribers. Accordingly, each prospective Subscriber should ensure that it has read all of the following Terms and Conditions, and ensure that it understands and agrees to be bound by such Terms and Conditions, prior to entering into a Subscription Agreement with the Company.

1.2 A Subscription Agreement shall only come into force once a prospective Subscriber has (i) provided to the Company all of the information required of it during the Subscription Process, and (ii) clicked on the "I Agree" button (thereby indicating its agreement to be bound by these Terms and Conditions in exclusion of all other terms and conditions save as expressly agreed with the Company in writing (acting by a duly authorized officer).

1.3 A prospective Subscriber who clicks on the "I Agree" button as part of the Subscription Process also indicates its agreement to be bound by the terms of the Company’s Privacy Policy.

1.4 By agreeing to these Terms and Conditions, the Subscriber also acknowledges and agrees to the Company’s Account Deletion Policy, which outlines the process and requirements for permanently deleting an EchoMTG account and associated data.

2. THE SERVICE

2.1 Each Subscriber shall be entitled to use the Service with effect from the Commencement Date subject to payment of the Subscription Fee and otherwise complying with the Subscription Agreement. The Subscriber shall have a limited right to use the Service (including any Report) in accordance with these Terms and Conditions and for the duration of the Term. In particular, but without limit, the Subscriber shall not:

2.1.1 attempt to assign, transfer, sell, lease, rent, charge or otherwise deal in or encumber the Service (including any Report) or use any part of the Service (including any Report) on behalf of any third party or make the Service (including any Report) available to any third party; or

2.1.2 copy, distribute, reproduce, transmit or disseminate in any form any or all of the information comprising the Service (including any Report) to any other person, firm, company or organization; and

2.1.3 the Subscriber shall indemnify The Company in full against all losses and costs suffered (indirectly or directly) by The Company as a consequence of any breach of sub-Clauses 2.1.1 to 2.1.2.

2.1.4 if the Subscriber uses Trade functions of trade list, wants, collection needs and inquires or proposals, they agree to the Trade Disclaimer;

2.2 Any enhancements or supplements which are made to the Service from time to time by the Company (in its discretion) shall be subject to these Terms and Conditions.

2.3 The Subscriber acknowledges and agrees that, as part of operating and improving the Service, the Company collects telemetry data about each API request the Subscriber makes (including endpoint, method, status, timing, resolved user identifier, originating client, IP address, and user-agent) and, when the Subscriber uses card-scanning features such as the EchoMTG Vision webcam scanner or future mobile scanners, retains submitted scan images and recognition results. This data is used to operate, secure, diagnose, and improve the Service, including (without limitation) to recognize cards more accurately, prevent scraping or abuse, and — for paid plans — enforce any per-plan API rate limits notified during the Subscription Process. The Company's collection, storage, and use of this data is governed by the Company's Privacy Policy.

3. LIMITATIONS ON USE

3.1 Only a Subscriber may access a Service at any time using the Subscriber’s user name or password, unless we agree otherwise. If the Subscriber is a firm, company or organization, only a single Authorized User may access a Service at any time using the Subscriber’s user name or password, unless we agree otherwise.

3.2 The Subscriber may occasionally forward emailed articles from a Service to a few individuals, without charge. The Subscriber is not permitted to use this service for the purpose of regularly providing other users with access to content from a Service.

3.3 The Subscriber agrees not to modify, copy, distribute, display, perform, reproduce, publish, license, create derivative works from, transfer, retransmit, or sell any information, software, products or services obtained from the Service or a Report, except as permitted in 3.2.

3.4 The Subscriber agrees not to use any computerized or automatic mechanism, including without limitation, any Web scraper, spider, or robot, to access, extract or download any information, including without limitation, any pricing or valuation data, from the Service or a Report.

3.5 The Subscriber agrees not to use the Services for any unlawful purpose. We reserve the right to terminate or restrict the Subscriber’s access to a Service if, in our opinion, the Subscriber’s use of the Service may violate any laws, regulations or rulings, infringe upon another person's rights or violate the terms of this Agreement. Also, we may refuse to grant the Subscriber a user name that impersonates someone else, is protected by trademark or other proprietary right law, or is vulgar or otherwise offensive.

3.6 The Subscriber agrees that any data accessed through the Service — including without limit any pricing, valuation, catalog, image, market-trend, inventory, telemetry, or other data made available via the Service or any application programming interface ("API") associated with the Service — is provided solely for the Subscriber's lawful and permitted internal use within the Service. The extraction, export, replication, scraping, mirroring, redistribution, sale, licensing, or other repurposing of such data for any external commercial use, public republication, or use that constitutes a Direct Substitute Service (as defined in Clause 3.7) is expressly prohibited. Such conduct shall be considered "Stealing Data" and shall constitute a material breach of these Terms and Conditions. Subscribers found to be Stealing Data shall be liable for legal action by the Company, including without limit claims for damages, injunctive relief, statutory remedies, and recovery of attorneys' fees and costs under applicable law.

3.7 For purposes of these Terms and Conditions, a "Direct Substitute Service" means any product, application, website, or service — whether offered free of charge or for paid consideration — that a reasonable user of the Service would choose to use in place of the Service, or that would cause or contribute to a reasonable user of the Service ceasing to use the Service. Without limit, a Direct Substitute Service includes any product or service offering Magic: the Gathering (or other trading card game) collection tracking, pricing lookup, portfolio valuation, watchlist functionality, buy/sell-decision support, or other features that overlap with the principal features of the Service. A product or service that addresses a fundamentally different need (for example, a deck-construction tool that does not display pricing or portfolio data, or a tournament-organization service) is not, by itself, a Direct Substitute Service.

3.8 Notwithstanding the prohibition in Clause 3.6, Subscribers on the "Pro" plan tier (or any higher paid plan tier such as LGS) may extract data accessed through the Service for the Subscriber's own private use, or for the Subscriber's own retail card-sales operations — including, without limit, listing the Subscriber's individual cards for sale on third-party marketplaces, generating Subscriber-internal valuation or reporting documents, or operating the Subscriber's own physical or online card store. Any extraction, use, redistribution, or onward licensing of Service data that (i) is commercial in nature beyond the Subscriber's own card-sales operations, (ii) constitutes or contributes to a Direct Substitute Service, or (iii) is supplied or made accessible to any third party in a manner that allows the third party to use the data for the operation of a Direct Substitute Service or for any other commercial purpose, remains expressly prohibited regardless of the Subscriber's plan tier.

3.9 The Subscriber acknowledges and agrees that the Company retains the unrestricted and perpetual right to design, develop, launch, market, and commercialize any feature, product, or service of its own — including any feature, product, or service that is substantially similar to, overlaps with, competes with, or replaces any feature, product, or service that the Subscriber or any third party has built, developed, proposed, or commercialized using data accessed through the Service or any API associated with the Service. The Subscriber, on behalf of itself and any Authorized User or third party acting on its behalf, irrevocably waives any claim that the Company's development, launch, or operation of any such Company feature, product, or service constitutes unfair competition, idea misappropriation, misappropriation of trade secrets, breach of contract, breach of any express or implied covenant of good faith and fair dealing, tortious interference, or any equivalent claim under the laws of any jurisdiction, whether or not the Subscriber's, Authorized User's, or third party's offering pre-dated the Company's. Nothing in this Clause 3.9 grants the Subscriber any license or other right to operate a Direct Substitute Service or to engage in conduct otherwise prohibited by Clauses 3.4, 3.6, 3.7, or 3.8.

3.10 A breach of Clauses 3.4, 3.6, 3.7, or 3.8 shall, at the Company's sole discretion, entitle the Company to immediately suspend or permanently delete the Subscriber's account (together with any associated Authorized User accounts), forfeit any unused portion of the Subscription Fee, and pursue any and all civil or, where applicable, criminal remedies available under law. The remedies in this Clause 3.10 are cumulative and in addition to any other rights or remedies the Company may have under these Terms and Conditions or applicable law.

4. TERM AND TERMINATION

4.1 Each Subscription Agreement shall take effect on its Commencement Date and shall continue until such time as it is terminated by either party as permitted by this Clause 4 (but not otherwise).

4.2 Each subscription will renew automatically, unless it is cancelled in accordance with this Section. For all subscriptions, the Subscriber must cancel the Subscriber’s subscription before it renews in order to avoid billing of subscription fees for the renewal term to the Subscriber’s credit card. We may cancel the Subscriber’s subscription at any time by notifying the Subscriber. The Subscriber may cancel the subscription by emailing teeg@echomtg.com or by switching their account to the unpaid plan found on the webpage at https://www.echomtg.com/plans/. In the case of an emailed request for cancellation, the subscription will not be considered cancelled unless and until we have confirmed with the Subscriber receipt of said email.

4.3 The Service is only available to Subscribers. If a Subscriber ceases to be a Subscriber for any reason (or if suspends a Subscriber's use of the Company’s services or takes other adverse action against a Subscriber in connection with its Agreement), then the Company shall (without prejudice to its other rights and remedies) be entitled to terminate the Subscription Agreement without penalty forthwith upon giving emailed notice to the Subscriber.

4.4 We reserve the right to terminate without notice any account that threatens the security or operational stability of the website. In the case of such a termination, we will refund up to one month’s subscription fee upon request, for requests received by the one-year anniversary of the Termination Date.

4.4 Upon termination of the Subscription Agreement for any reason, the Company shall be entitled to disable the Subscriber's use of and access to the Service (including all Users). The Subscriber shall be liable to pay the full amount of the Subscription Fee for the period up to the date of termination.

5. PAYMENT

5.1 The Subscription Fee is calculated as a monthly per user fee in accordance with the Company's prevailing rates as notified during the Subscription Process and shall be payable by the Subscriber monthly in advance. The Subscription Fee for any partial month shall be calculated pro rata on a per calendar days basis.

5.2 The Company may increase the Subscription Fee at the time of renewal, at the explicit agreement of the Subscriber.

5.3 Without prejudice to its other rights and remedies, the Company reserves the right, in the event of late payment (other than due to the fault of the Company), to suspend the Subscriber's access to and use of the Service.

6. INTELLECTUAL PROPERTY RIGHTS

6.1 The Service (including all Reports) and all intellectual property rights comprised therein (including without limit all copyright, trade and service marks, database rights, design rights and other proprietary rights) is the property of the Company. Other than the limited right to use the Service (including all Reports) in accordance with these Terms and Conditions (and for no other purpose), no license or other right is hereby granted to the Subscriber by the Company.

6.2 The Subscriber agrees to protect the intellectual property and proprietary rights of the Company in the Service, to comply with all reasonable written requests made by the Company to protect such rights, and to notify the Company in writing promptly upon becoming aware of any unauthorized access or use of the Service by any party or of any claim that the Service infringes upon any intellectual property or other rights.

6.3 The Subscriber agrees not to make any use of the Company name or any other of the Company's trade names or logos other than as permitted by these Terms and Conditions without the Company's prior written consent.

6.4 The use of third-party images on this site is subject to the Wizards of the Coast Fan Content Policy (https://company.wizards.com/en/legal/fancontentpolicy) and for Lorcana materials under Ravensburger's Brand Policy (https://brand.ravensburger-group.com/d/e1vhRSQ7WeNy/overview#/policies/policies-for-use-of-the-materials).

7. LIABILITY

7.1 The Company shall in no circumstances be liable for any indirect, economic, consequential or other similar loss including, without limit, any loss of business or profit or loss of or corruption to data, arising out of the Service (including the Reports).

7.2 The Company shall use its reasonable endeavors to ensure that the Reports are free from virus and other malicious code prior to download by an individual user. However, the Company does not accept any liability or other responsibility whatsoever for viruses or other malicious code which may be introduced to, or via, any Report during their download. The Subscriber accepts that it shall be responsible to ensure that its networks, systems hardware, software and data are protected by firewalls and other appropriate security measures and to ensure that all downloaded Reports are virus checked for viruses and other malicious code prior to their use and launch. Further, the Subscriber shall notify the Company as soon as possible in the event of it experiencing any usage problems with any Report which may be due to virus or similar malicious code.

7.3 While the Company shall endeavor to provide an accurate and timely Service, it shall be under no liability whatsoever for any inaccuracies, errors, mistakes or omissions in the Service (including any Reports), or for other actions taken in reliance upon the Service (including any Reports), or for any delays, failures or interruptions in the availability of the Service howsoever arising other than to use its reasonable endeavors to correct such inaccuracies, errors, mistakes or omissions or to remedy any such delays, failures or interruptions.

7.4 If, notwithstanding the other provisions of this Clause 7, the Company shall be found to be liable to the Subscriber under the Subscription Agreement, then the Company's liability shall be limited in each twelve (12) month period (the first starting on the Commencement Date with subsequent periods starting on the anniversary of the Commencement Date) to the aggregate amount of all Subscription Fees paid by the Subscriber in the relevant period.

7.5 The Company's obligations under each Subscription Agreement are without prejudice to any right or action of against a Subscriber under its Agreement and the Company accepts no liability whatsoever in connection with the acts or omissions of the Company, including (without limit) acts or omissions which result in a Subscriber being unable to access or use the Service for any period.

7.6 The Company shall not be liable for any interruption to the Service or any other failure to perform any of its obligations resulting as a consequence of any fire, flood, explosion, riot, civil disturbance, Act of God, legislation or regulation, lock-out or other labor dispute (other than a lock-out or other labor dispute in connection with any of the Company's employees), interruption to the world wide web or other means of communication or any other cause beyond the Company's control.

8. WARRANTIES

8.1 All Reports are made available to the Subscriber solely for the purpose of internal business evaluation and information and do not constitute a personal recommendation or take into account any particular trading or investment objectives, financial situations or individual needs. Before acting on any information in any Report, the Subscriber should consider whether it is suitable for its particular circumstances and, if necessary, seek professional advice. The material contained in the Reports is based on information that the Company considers to be reasonably reliable, but the Company does not warrant or represent that it is accurate, complete or current, and it should not be relied on as such.

8.2 All warranties and representations (implied or otherwise) are hereby excluded to the fullest extent allowed by applicable law. No representation or statement which is not expressed in writing in these Terms and Conditions shall be binding on the Company whether as a warranty, representation or otherwise.

9. NOTICES

9.1 Any notices required to be given under these Terms and Conditions shall be given by e-mail, and for these purposes an email sent in accordance with this Clause 9 shall be constitute "written notice". All such notices shall be deemed given on the first business day following the date that such e-mail is sent to the recipient party provided that, following sending, a "delivery failure report" or similar is not received by the sender. A "return receipt" or similar as received by the sender shall be sufficient evidence for the sender to prove that a notice has been given in accordance in this Clause provided that such notice had been correctly addressed in accordance with Clause 9.2.

9.2 Notices shall be given by email as follows:

9.2.1 If by the Subscriber - to the Company at teeg@echomtg.com; and

9.2.2 If by The Company - to the Subscriber at the email contact address notified during the Subscription Process (as varied from time to time by email notice given in accordance with this Clause 9.2).

10. GENERAL

10.1 The Subscription Agreement is personal to the Subscriber. The Subscriber shall not assign or otherwise deal (whether in whole or in part) with the Subscription Agreement (or any beneficial interest in the Subscription Agreement) without the Company's prior written consent (such consent not to be unreasonably withheld or delayed).

10.2 The Subscription Agreement constituted by these Terms and Conditions constitutes the entire agreement between the parties and supersedes all prior representations (whether oral or written) relating to its subject matter.

10.3 A Subscription Agreement may not be amended unless agreed by a duly AUTHORIZED officer of the Company and confirmed by notice given writing by the Company to an individual Subscribed in accordance with Clause 10.2. Notwithstanding the foregoing, the Company shall be entitled, from time to time, to issue reasonable "generic" changes to these Terms and Conditions to reflect, for example, changes and enhancements to the Service and related processes and procedures. In such event, the Company shall post such changes as a revision to these Terms and Conditions on the Web Pages. The revised Terms and Conditions shall take effect (by way of a variation to the Subscription Agreement) immediately upon the Company giving email notification of such changes to the Subscriber in accordance with Clause 10.2.

10.4 A person who is not a party has no right to enforce any term of the Subscription Agreement but this does not affect any right of remedy of a third party which exists or is available apart from that Act.

10.5 The waiver by either party of any breach of the Subscription Agreement by the other party shall not be construed as a waiver of any subsequent breach or condition whether of the same or of a different nature.

11. LAW AND JURISDICTION

11.1 Each Subscription Agreement (including these Terms and Conditions) shall be governed and construed in accordance with laws of the State of Delaware as such laws are applied to agreements entered into and to be performed entirely in the State of Delaware and between Delaware residents. The Subscriber agrees to submit to jurisdiction in Delaware and that any claim arising under these Terms and Conditions will be brought solely in a court in San Diego, CA.

12. DEFINITIONS AND INTERPRETATION

12.1 In these Terms and Conditions, unless the context shall otherwise require:-

• The Company means ThoughtBomb Studios LLC dba EchoMTG.com, a Delaware Corporation, and its affiliates and associated companies;

• Subscribers means subscribers to the Company’s services;

• Commencement Date means the date specified as such in the "Activation Confirmation" email sent by the Company to the Subscriber at its email address from The Company upon successful completion of the Subscription Process;

• The Company Privacy Policy means the Company's Privacy Policy which is located on the Company Subscription site accessed from EchoMTG.com, as amended from time to time in accordance with its terms;

• Report means an html or text file containing information on “Magic the Gathering” (a registered trademark of Hasbro, Inc.) cards and accessible as part of the Service;

• Service means the provision of Reports which may be accessed via the Company's services and are distributed through the Company’s website, email, or newsletter, as the same may be enhanced or supplemented by the Company from time to time;

• Subscriber means each individual, company, firm or other business entity which enters into a Subscription Agreement with the Company.

• Authorized User means that individual, employed by a Subscribing company, firm, or other business entity, who has been authorized by us to access a Service or Report.

• Subscription Agreement means each subscription agreement entered into with the Company as a result of a prospective Subscriber successfully completing the Subscription Process;

• Subscription Fee means the monthly fee notified to each Subscriber during the Subscription Process, as amended from time to time in accordance with these Terms and Conditions;

• Subscription Process means the subscription process accessible via the Web Pages;

• Term means the period starting on the Commencement Date and ending with the termination of the Subscription Agreement in accordance with these Terms and Conditions;

• Terms and Conditions means these terms and conditions, as amended from time to time as permitted in accordance with their terms;

• Web Pages means the Company's web pages for subscription to the Service which is located on the Company Homepage at www.EchoMTG.com and EchoMTG.com.

12.2 Any reference to the singular shall include the plural and vice versa.

12.3 Clause headings are for convenience only and shall not affect the interpretation or construction of the clauses of these Terms and Conditions.

12.4 Any reference to a "party" is to a party to a Subscription Agreement, being the Company or a Subscriber, and "reference" to the parties shall be construed accordingly.

13. COMMUNITY CONTRIBUTIONS

13.1 The Company welcomes voluntary contributions from its Subscribers, prospective Subscribers, and the broader community ("Community Contributions"). Community Contributions include, without limit: the filing of bug reports, issues, or defect notices; the submission of feature ideas, product suggestions, or design proposals; the design, drafting, or sharing of developer prompts, AI-related materials, or scripts; participation in the Company's Discord servers, GitHub repositories, public issue trackers, or other community channels operated by or on behalf of the Company; and any other voluntary contribution of feedback, ideas, content, code, documentation, or other material to the Company or its public-facing community channels. A supplemental waiver applicable to Wiki Team members and other community-contributor roles is published as the Wiki User Community Waiver; the provisions of this Clause 13 apply in addition to that supplemental waiver.

13.2 All Community Contributions are made on a fully voluntary and unpaid basis. No Subscriber, prospective Subscriber, community member, or other contributor (each, a "Contributor") has any obligation to make Community Contributions, and the Company has no obligation to compensate, credit, attribute, acknowledge, or otherwise remunerate any Contributor for any Community Contribution. The Company is under no obligation to act upon, implement, respond to, retain, or preserve any Community Contribution, and may at any time and in its sole discretion choose to use, modify, ignore, or discard any Community Contribution in whole or in part.

13.3 By making any Community Contribution, the Contributor: (a) acknowledges and agrees that the Community Contribution is made voluntarily and without any expectation of compensation, employment, partnership, fiduciary relationship, attribution, or future benefit of any kind; (b) grants the Company a perpetual, irrevocable, worldwide, fully paid-up, royalty-free, transferable, sublicensable (through multiple tiers) license to use, copy, modify, adapt, translate, distribute, display, publish, perform, transmit, sublicense, commercialize, and prepare derivative works of the Community Contribution for any purpose, including without limit incorporation into the Service or into other products or services of the Company; and (c) waives and releases any and all rights, claims, demands, actions, suits, or causes of action, in any jurisdiction, against the Company, ThoughtBomb Studios LLC dba EchoMTG, and each of their respective officers, directors, employees, affiliates, agents, contractors, and successors (collectively, the "Released Parties") arising out of or in any way relating to such Community Contribution. Without limiting the foregoing, the released claims include any claims for compensation, attribution, intellectual-property infringement, misappropriation of trade secrets, breach of confidence, idea misappropriation, unjust enrichment, quantum meruit, or any equivalent claim under the laws of any jurisdiction.

13.4 The waiver and release in Clause 13.3 apply regardless of whether the Contributor is, was, or never has been a Subscriber, and shall survive any termination of the Contributor's account, Subscription Agreement, or other relationship with the Company. To the maximum extent permitted by applicable law, the Contributor expressly waives any provision, principle, or doctrine that would otherwise limit the scope of the release in Clause 13.3 to claims that the Contributor knows or suspects to exist at the time of contribution.

13.5 The Contributor represents and warrants that each Community Contribution it submits is the Contributor's own original work (or that the Contributor otherwise has all necessary rights to grant the license in Clause 13.3), does not infringe the intellectual property or other rights of any third party, and does not contain any confidential or proprietary information of any third party that the Contributor is not authorized to disclose.

13.6 The Contributor represents, warrants, and affirms that, as of the date and time of each Community Contribution it submits, the Contributor is not a minor under the laws of the state, province, or other jurisdiction in which the Contributor resides, and that the Contributor is of full legal age to enter into binding contracts under such laws. Without limit, the Contributor affirms that the Contributor's making of Community Contributions is not subject to, and does not violate, any child-labor, minimum-age-of-employment, or analogous law, regulation, or rule of any jurisdiction. The Company does not knowingly solicit or accept Community Contributions from minors. If at any time a Contributor is or becomes a minor — whether by reason of age, change of jurisdiction, or any other circumstance — the Contributor (or, where applicable, the Contributor's parent or legal guardian) shall promptly notify the Company by email to teeg@echomtg.com, and the Contributor shall immediately cease making further Community Contributions until such time as the Contributor reaches the age of majority in the Contributor's jurisdiction. The Company reserves the right, upon becoming aware that any Contributor is a minor or was a minor at the time of any Community Contribution, to immediately remove, ignore, or disregard any or all Community Contributions submitted by such Contributor and to take any other action the Company deems appropriate to comply with applicable child-protection or child-labor laws.