1. ACCEPTANCE OF TERMS
PLEASE READ THIS DOCUMENT CAREFULLY BEFORE YOU ACCESS OR USE THE SITE. BY ACCESSING OR USING THE SITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, PLEASE DO NOT ACCESS OUR SITE.
In addition, when using certain Investment Banker services, you agree to abide by any applicable posted guidelines for all relevant Investment Banker services, which may change from time to time. Should you object to any term or condition of the TOU, any guidelines, or any subsequent modifications thereto or become dissatisfied with the Service in any way, your only recourse is to immediately discontinue use of the Service.
If you are using the Services on behalf of an organization, you are agreeing to these TOU on your own behalf and on behalf of that organization and promising to the Investment Banker that you have the authority to bind that organization to these TOU (in which case, “you” and “your” will refer to you individually and that organization) unless that organization has a separate paid contract in effect with us, in which event the terms of
that contract will govern your use of the Service. You may use the Services only in compliance with these TOU and only if you have the power to form a contract with Investment Banker and are not barred under any applicable laws from doing so. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MUST NOT USE THE SERVICES. Should you have any questions concerning these Terms, please contact us at [email protected].
Please note that Investment Banker does not provide warranties for the Services. These TOU also limit our liability to you.
2. MODIFICATIONS TO THIS AGREEMENT
We reserve the right, at our sole discretion, to change, modify or otherwise alter these terms and conditions at any time. Such modifications shall become effective immediately upon the posting thereof. It is recommended that you review this agreement on a regular basis to keep yourself apprised of any changes.
3. ELIGIBILITY FOR USE
Investment Banker reserves some parts of the Service exclusively for consumers, investors, Investment Banker, resource partners, etc. who are acceptable to Investment Banker in its sole discretion. Although Investment Banker attempts to limit the use of these parts of the Service to such users or customers, providers, and resource partners, nothing herein shall create any right of action against Investment Banker for failing to adequately screen potential users or prevent the use of Investment Banker or the Service by users who are not professional providers, and resource partners.
You understand that all advertisements, postings, messages, text, files, images, photos, video, sounds, or other materials (“Content”) posted on, transmitted through, or linked from the Service are the sole responsibility of the person from whom such Content originated. More specifically, you are entirely responsible for each individual item of Content that you post, email or otherwise make available via the Service. Likewise, if you request the assistance of Investment Banker to post Content, or if you imply consent that ponterra.com may post Content on your behalf, either by written or oral means, or you fail to inform Investment Banker that Content should be removed, you are equally responsible for that Content. You waive any and all claims against Investment Banker of a right of publicity for your image or likeness throughout the world by posting any information or pictures of yourself on Investment Banker’ sites including, but not limited to, www.ponterra.com. You understand that Investment Banker does not control, and is not responsible for personal Content made available through the Service, and that by using the Service, you may be exposed to Content that is offensive, indecent, inaccurate,
misleading, or otherwise objectionable. When you post Content to the Service, you authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the posting and storage of the Content on the Service. By posting Content to any part of the Service, you automatically grant, and you represent and warrant that you have the right to grant, to the Company an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such Content for any purpose on or in connection with the Service or the promotion thereof, to prepare derivative works of, or incorporate into other works, such Content, and to grant and authorize sublicenses of the foregoing. Furthermore, Content available through the Service may contain links to other websites, which are completely independent of Investment Banker. Investment Banker makes no representation or warranty as to the accuracy, completeness or authenticity of the information contained in any such site. Following links to any other websites is at your own risk. You agree that you must evaluate, and bear all risks associated with, the use of any Content, that you may not rely on said Content, and that under no circumstances will Investment Banker be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise made available via the Service. You acknowledge that Investment Banker does not pre-screen or approve Content, but that Investment Banker shall have the right (but not the obligation) in its sole discretion to refuse, delete or remove any Content that is available via the Service, for violating the letter or spirit of the TOU or for any other reason.
5. THIRD PARTY CONTENT, SITES, AND SERVICES
The Services, and Content available through the Services, may contain features and functionalities that may link you or provide you with access to third party content which is completely independent of Investment Banker, including web sites, directories, servers, networks, systems, information and databases, applications, software, programs, products or services, and the Internet as a whole. Your interactions with organizations and/or individuals found on or through the Service, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. We do not guarantee the quality, safety or legality of, any Content, the truth or accuracy of the descriptions of any goods or services offered for sale, the right of the sellers to sell or license any such goods or services, or the ability of any buyer to purchase any such goods or services. The Service is designed for experienced users or customers who are accustomed to signing up for and using services based on online content including descriptive text and/or images. It is not possible for Investment Banker to verify all information provided by the service providers or resource partners.
You agree that Investment Banker shall not be responsible or liable for any loss or damage of any sort incurred as the result of any dealings between users of the Service. If there is a dispute between users of the Service, or between users and any third party, you understand and agree that Investment Banker is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby forever release Investment Banker, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or our service.
6. NOTIFICATION OF CLAIMS OF INFRINGEMENT
If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please send your notice (“Notice”) to Investment Banker’ agent for notice of claims of copyright or other intellectual property infringement by email to: [email protected]
Please include the following with your Notice to our Abuse Agent:
- The identity of the material on ponterra.com that you claim is infringing, in enough detail so that we may locate it on the website;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- Your address, telephone number, and email address;
- A statement by you declaring under penalty of perjury that (i) the above information in your Notice is accurate, and (ii) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner; and
- Your physical or electronic signature.
7. PRIVACY AND INFORMATION DISCLOSURE
You agree not to post, email, or otherwise make available Content:
- that is unlawful, harmful, threatening, abusive, harassing, defamatory, libelous, salacious, invasive of another’s privacy, or is harmful to minors in any way;
- that harasses, degrades, intimidates or is hateful toward an individual or group of individuals based on religion, gender, sexual orientation, race, ethnicity, age, or disability;
- that suggests a discriminatory preference based on race, color, national origin, religion, sex, familial status or handicap (or violates any state or local law prohibiting discrimination based on these or other characteristics);
- that violates federal, state, or local equal employment opportunity laws, including but not limited to, stating in any advertisement for employment a preference or requirement based on race, color, religion, sex, national origin, age, or disability;
- with respect to employers that employ four or more employees, that violates the anti-discrimination provision of the Immigration and Nationality Act, including requiring U.S. citizenship or lawful permanent residency (green card status) as a condition for employment, unless otherwise required in order to comply with law, regulation, executive order, or federal, state, or local government contract;
- that impersonates any person or entity, including, but not limited to, a Investment Banker employee, or falsely states or otherwise misrepresents your affiliation with a person or entity (this provision does not apply to Content that constitutes lawful non-deceptive parody of public figures.);
- that includes personal or identifying information about another person without that person’s explicit consent;
- that is fraudulent, false, deceptive, misleading, deceitful, misinformative, or constitutes “bait and switch”;
- that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party, or Content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
- that constitutes or contains “affiliate marketing,” “link referral code,” “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or unsolicited commercial advertisement;
- that constitutes or contains any form of advertising or solicitation if: posted in areas of Investment Banker which are not designated for such purposes;
- or emailed to Investment Banker users who have not indicated in writing that it is ok to contact them about other services, products or commercial interests. that includes links to commercial services or web sites, except as specifically permitted;
- that advertises any illegal service or the sale of any items the sale of which is prohibited or restricted by any applicable law;
- that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- that disrupts the normal flow of dialogue with an excessive amount of Content (flooding attack) to the Service, or that otherwise negatively affects other users’ ability to use the Service;
- or that employs misleading email addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of Content transmitted through the Service.
Additionally, you agree not to:
- contact anyone who has asked not to be contacted;
- “stalk” or otherwise harass anyone;
- collect personal data about other users for commercial or unlawful purposes;
- use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Service – unless expressly permitted by Investment Banker;
- post irrelevant Content, repeatedly post the same or similar Content or otherwise impose an unreasonable or disproportionately large load on our infrastructure;
- post the same item or service in more than one classified category or forum;
- attempt to gain unauthorized access to Investment Banker computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Service;
- or use any form of automated device or computer program that enables the submission of Content on Investment Banker sites without such Content being manually entered by the author thereof (an “automated posting device”), including without limitation, the use of any such automated posting device to submit Content in bulk, or for automatic submission of Content at regular intervals.
9. POSTING AGENTS
A “Posting Agent” is a third-party agent, service, or intermediary that offers to post Content to the Service on behalf of others. To moderate demands on Investment Banker resources, you may not use a Posting Agent to post Content to the Service without express permission or license from Investment Banker. Correspondingly, Posting Agents are not permitted to post Content on behalf of others, to cause Content to be so posted, or otherwise access the Service to facilitate posting Content on behalf of others, except with express permission or license from Investment Banker.
10. NO SPAM POLICY
You understand and agree that sending unsolicited email advertisements to Investment Banker email addresses or through the Service or Investment Banker’ computer systems is expressly prohibited by these TOU. Any unauthorized use of the Service or Investment Banker’ computer systems is a violation of the TOU and certain federal and state laws,
including without limitation the Computer Fraud and Abuse Act (18 U.S.C. § 1030 et seq.). Such violations may subject the sender and his or her agents to civil and criminal penalties.
11. PAID POSTINGS
We may charge a fee to post Content in some areas of the Service. The fee is an access fee permitting Content to be posted in a designated area. Each party posting Content to the Service is responsible for said Content and compliance with the TOU. All fees paid will be non-refundable if Content is removed from the Service for violating these TOU. Fees collected for specific services, such as subscription services and advertising, are non-refundable unless otherwise stated in writing.
12. LIMITATIONS ON SERVICE
You acknowledge that Investment Banker may establish limits concerning use of the Service, including the maximum number of days that Content will be retained by the Service, the maximum number and size of postings, email messages, or other Content that may be transmitted or stored by the Service, and the frequency with which you may access the Service. You agree that Investment Banker has no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Service. You acknowledge that Investment Banker reserves the right at any time to modify or discontinue the Service (or any part thereof) with or without notice, and that Investment Banker shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
13. ACCESS TO SERVICE
Investment Banker grants you a limited, revocable, nonexclusive license to access the Service for your own personal use. This license does not include: (a) access to the Service by Posting Agents; or (b) any collection, aggregation, copying, duplication, display or derivative use of the Service nor any use of data mining, robots, spiders, or similar data gathering and extraction tools for any purpose unless expressly permitted by Investment Banker. A limited exception to (b) is provided to general purpose internet search engines and non-commercial public archives that use such tools to gather information for the sole purpose of displaying hyperlinks to the Service, provided they each do so from a stable IP address or range of IP addresses using an easily identifiable agent and comply with our robots.txt file. “General purpose internet search engine” does not include a website or search engine or other service that specializes in classified listings or in any subset of classifieds listings such as decorative goods or furniture, or which is in the business of providing classified ad listing services.
Investment Banker does not permit you to display on your website, or create a hyperlink on your website to, individual postings on the Service, absent our express, written (which may be in the form of an email) permission to do so. You may create a hyperlink to the
home page of Investment Banker sites, including but not limited to www.ponterra.com, so long as the link does not portray Investment Banker, its employees, or its affiliates in a false, misleading, derogatory, or otherwise offensive matter. Investment Banker may offer various parts of the Service in RSS format so that users can embed individual feeds into a personal website or blog, or view postings through third party software news aggregators. Investment Banker permits you to display, excerpt from, and link to the RSS feeds on your personal website or personal web blog, provided that (a) your use of the RSS feed is for commercial purposes only, (b) each title is correctly linked back to the original post on the Service and redirects the user to the post when the user clicks on it, (c) you provide, adjacent to the RSS feed, proper attribution to “Investment Banker” as the source, (d) your use or display does not suggest that Investment Banker promotes or endorses any third party causes, ideas, web sites, products or services, (e) you do not redistribute the RSS feed, and (f) your use does not overburden Investment Banker’ systems. Investment Banker reserves all rights in the content of the RSS feeds and may terminate any RSS feed at any time.
Use of the Service beyond the scope of authorized access granted to you by Investment Banker immediately terminates said permission or license. In order to collect, aggregate, copy, duplicate, display or make derivative use of the Service or any Content made available via the Service for other purposes (including commercial purposes) not stated herein, you must first obtain a written license from Investment Banker that has been signed by one of Investment Banker’ authorized representatives.
The Parties agree and accept that the only venue for resolving such a dispute shall be in the venue set forth herein below. The parties agree that they neither will engage in any conduct or communications with a third party, public or private, designed to disparage the other. Neither Client nor any of Client’s associates, employees or affiliates will directly or indirectly, in any capacity or manner, make, express, transmit speak, write, verbalize or otherwise communicate in any way (or cause, further, assist, solicit, encourage, support or participate in any of the foregoing), any remark, comment, message, information, declaration, communication or other statement of any kind, whether verbal, in writing, electronically transferred or otherwise, that might reasonably be construed to be derogatory or critical of, or negative toward, the Company or any of its programs, members, owner directors, officers, Affiliates, subsidiaries, employees, agents or representatives.
15. TERMINATION OF SERVICE
You agree that Investment Banker, in its sole discretion, has the right (but not the obligation) to delete or deactivate your account, block your email or IP address, or
otherwise terminate your access to or use of the Service (or any part thereof), immediately and without notice, and remove and discard any Content within the Service, for any reason, including, without limitation, if Investment Banker believes that you have acted inconsistently with the letter or spirit of these TOU. Further, you agree that Investment Banker shall not be liable to you or any third-party for any termination of your access to the Service. Further, you agree not to attempt to use the Service after said termination. Sections 2-7 and 13-20 shall survive termination of the TOU.
16. PROPRIETARY RIGHTS
The Service is protected to the maximum extent permitted by copyright laws, other intellectual property laws and international treaties. Content displayed on or through the Service is protected by copyright as a collective work and/or compilation, pursuant to copyrights laws, and international conventions. Any reproduction, modification, creation of derivative works from or redistribution of the site or the collective work, and/or copying or reproducing the sites or any portion thereof to any other server or location for further reproduction or redistribution is prohibited without our express written consent. You further agree not to reproduce, duplicate or copy Content from the Service without our express written consent, and agree to abide by any and all copyright notices displayed on the Service.
You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Service. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any aspect of the Service. Investment Banker and financialadvisors.com, as well as certain other of the names, logos, and materials displayed on the Investment Banker sites, constitute trademarks, trade names, service marks or logos (“Marks”) of ponterra.com or other entities. You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associate therewith remains with Investment Banker or those other entities.
Although Investment Banker does not claim ownership of content that its users post, by posting Content to any public area of the Service, you automatically grant, and you represent and warrant that you have the right to grant, to Investment Banker an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, and distribute said Content and to prepare derivative works of, or incorporate into other works, said Content, and to grant and authorize sublicenses (through multiple tiers) of the foregoing. Furthermore, by posting Content to any public area of the Service, you automatically grant FinancialAdvisors.com all rights necessary to prohibit any subsequent aggregation, display, copying, duplication, reproduction, or exploitation of the Content on the Service by any party for any purpose.
17. DISCLAIMER OF WARRANTIES
YOU AGREE THAT USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, INVESTMENT BANKER DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY, AND PERFORMANCE OF F THE SERVICES. TO THE FULLEST EXTENT PERMITTED BY LAW, INVESTMENT BANKER DISCLAIMS ANY WARRANTIES FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SERVICES , OR ACCESSED THROUGH ANY LINKS ON INVESTMENT BANKER SITESOR THE SERVICES, INCLUDING WITHOUT LIMITATION, WARRANTY OF TITLE TO OR DELIVERY OF ANY GOOD OR SERVICE, ANY WARRANTY WITH RESPECT TO INTELLECTUAL PROPERTY RIGHTS IN ANY GOOD OR SERVICE, ANY WARRANTY THAT ANY GOOD OR SERVICE CONFORMS TO ITS DESCRIPTION. TO THE FULLEST EXTENT PERMITTED BY LAW, INVESTMENT BANKER DISCLAIMS ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH INVESTMENT BANKEROR THE SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM INVESTMENT BANKER, INCLUDING BUT NOT LIMITED TO PONTERRA.COM OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES. IN SUCH JURISDICTIONS, SOME OF THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU INSOFAR AS THEY RELATE TO IMPLIED WARRANTIES.
18. LIMITATIONS OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL INVESTMENT BANKER BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF INVESTMENT BANKER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF YOUR USE OF INVESTMENT BANKER SITES OR THE SERVICES, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE INVESTMENT BANKER SITES OR THE SERVICES, FROM INABILITY TO USE INVESTMENT BANKER SITES OR THE SERVICE, OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE INVESTMENT BANKER SITES OR THE SERVICE. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE INVESTMENT BANKER SITES OR THE SERVICE OR ANY LINKS ON
You agree to indemnify and hold Investment Banker, its officers, subsidiaries, affiliates, successors, assigns, directors, officers, agents, service providers, suppliers and employees, harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of Content you submit, post or make available through the Services, your use of the Services, your violation of the TOU, your breach of any of the representations and warranties herein, or your violation of any rights of another or applicable laws.
20. GENERAL INFORMATION
These TOU, and any additional terms to which you agree when using particular elements of the Service, constitutes the entire agreement between you and Investment Banker and governs your use of the Services, superseding any prior agreement between you and Investment Banker (if any). The failure of Investment Banker to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOU remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or the TOU must be filed within one (1) year after such claim or cause of action arose or it will be forever barred.
21. VIOLATION OF TERMS AND LIQUIDATED DAMAGES
Please report any violations of the TOU by sending an email to: [email protected].
Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.
You understand and agree that, because damages are often difficult to quantify, if it becomes necessary for Investment Banker to pursue legal action to enforce the TOU, you
will be liable to pay Investment Banker the following amounts as liquidated damages, which you accept as reasonable estimates of Investment Banker’ damages for the specified breaches of the TOU:
- If you post a message that (i) impersonates any person or entity; (ii) falsely states or otherwise misrepresents your affiliation with a person or entity; or (iii) that includes personal or identifying information about another person without that person’s explicit consent, you agree to pay Investment Banker two thousand dollars ($2,000) for each such message. This provision does not apply to messages that are lawful non-deceptive parodies of public figures.
- If Investment Banker establishes limits on the frequency with which you may access the Service, or terminates your access to or use of the Service, you agree to pay Investment Banker one hundred dollars ($100) for each message posted in excess of such limits or for each day on which you access Investment Banker in excess of such limits, whichever is higher.
- If you send unsolicited email advertisements to Investment Banker email addresses or through Investment Banker’ computer systems or the Services, you agree to pay Investment Banker one hundred dollars ($100) for each such email.
- If you post Content in violation of these TOU, other than as described above, you agree to pay Investment Banker two-hundred fifty dollars ($250) for each item of Content posted. In its sole discretion, Investment Banker may elect to issue a warning before assessing damages.
- If you are a Posting Agent that uses the Service in violation of the TOU, in addition to any liquidated damages under clause (d), you agree to pay Investment Banker five hundred dollars ($500) for each and every item of Content posted in violation of these TOU. A Posting Agent will also be deemed an agent of the party engaging the Posting Agent to access the Service (the “Principal”), and the Principal (by engaging the Posting Agent in violation of the TOU) agrees to pay Investment Banker an additional five hundred dollars ($500) for each item of Content posted by the Posting Agent on behalf of the principal in violation of the TOU.
- If you aggregate, display, copy, duplicate, reproduce, or otherwise exploit for any purpose any Content (except for your own Content) in violation of the TOU without Investment Banker’ express written permission, you agree to pay Investment Banker five thousand dollars ($5,000) for each day on which you engage in such conduct.
Notwithstanding any other provision of the TOU, Investment Banker retains the right to seek the remedy of specific performance of any term contained in the TOU, or a preliminary or permanent injunction against the breach of any such term or in aid of the exercise of any power granted in the TOU, or to seek to recover damages arising from or relating to a violation of these TOU or any combination thereof.
We welcome your questions and comments. Please send them to: [email protected].
Investment Banker may offer consumers, investors, Investment Banker and/or resource partners a variety of online third-party services or programs (the “Programs”) as a convenience to its participating professionals and persons interested in engaging a professional (the “Consumer”) to perform or receive services or information about such services.
As a condition to your use of the Programs and as material inducement on the part of Investment Banker and its affiliates to offer the Programs, you expressly acknowledge and agree that use of the Programs is at your sole risk. Investment Banker and its affiliates expressly disclaim any and all warranties of any kind, express or implied arising out of or relating to:
1. the Programs
2. the Investment Banker
3. the services to be performed by any Investment Banker
4. your use of the Programs
5. the engagement by you of any Investment Banker
6. any acts, negligence, breach of contract or other conduct engaged in by you or by any of the Investment Banker’s agents, vendors, consultants and the like
7. any other matter relating to the Programs.
– In no event will Investment Banker’ liability to you for any reason whatsoever exceed in the aggregate the sum of $25.00.
– Investment Banker and its affiliates do not provide, nor will they provide, any service to or for you, nor is Investment Banker and its affiliates a party to any agreement which you may enter into with a Investment Banker. If you engage the services of any Investment Banker, all arrangements in such regard are solely between you and the concerned Investment Banker.
For Investment Banker:
1. the Programs
2. the Consumer
3. the agreement between you and the Consumer, Investment Banker, its officers, directors, members and employees, as well as Investment Banker’ affiliates, shall not be liable to you for any direct, indirect, incidental, special, consequential or exemplary damages or other losses resulting from or relating in any manner to:
4. your use of the Programs
5. the engagement of you by any Consumer
6. any acts, negligence, breach of contract or other conduct engaged in by you or by any of your agents or the Consumer’s agents, vendors, consultants and the like
7. any other matter relating to the Programs.
– In no event will Investment Banker’ liability to you for any reason whatsoever exceed in the aggregate the sum of $25.
– Investment Banker and its affiliates are not a party to any agreement which you may enter into with a Consumer. If you are engaged by a Consumer, all arrangements in such regard are solely between you and the concerned Consumer.
For Resource Partners:
1. the Programs
2. the Consumers and Investment Banker
3. the agreement between you and the Consumer and/or Investment Banker, Investment Banker, its Officers, Directors, Members and Employees, as well as Investment Banker affiliates, shall not be liable to you for any direct, indirect, incidental, special, consequential or exemplary damages or other losses resulting from or relating in any manner to:
4. your use of the Programs
5. the engagement of you by any Consumer or Investment Banker
6. any acts, negligence, breach of contract or other conduct engaged in by you or by any of your agents or the Consumer’s and/or Investment Banker’s agents, vendors, consultants and the like
7. any other matter relating to the Programs.
– In no event will Investment Banker’ liability to you for any reason whatsoever exceed in the aggregate the sum of $25.
– Ponterra.com and its affiliates are not a party to any agreement which you may enter into with a Consumer and/or Investment Banker. If you are engaged by a Consumer
and/or Investment Banker, all arrangements in such regard are solely between you and the concerned Consumer and/or Investment Banker.
Ponterra.com, its officers, directors, members and employees, as well as Investment Banker affiliates, shall not be liable to you for any direct, indirect, incidental, special, consequential or exemplary damages or other losses resulting from or relating any Consumers engagement of a Investment Banker or use of a Resource Partner’s products or services or to any party for use of the Sites or Services.
24. RIGHT TO REVIEW AND TO BE REVIEWED
All parties using the Sites or Services, agree that Consumers may post reviews of Investment Banker and/or Resource Partners and Investment Banker may post reviews of Resource Partners. Investment Banker shall have no liability whatsoever with respect to reviews posted by any party.
25. BRAND AGREEMENT
Legal Disclaimer: By accessing or logging in to your Ponterra Advisors account, you are agreeing to the terms below and you are stating that you have the authority to post or distribute copyrighted (or other protected legally protected) material online. If you do not agree to the terms, or if you do not have the legal right to represent this brand relative to the terms below, please do not login to the account.
1. Parties: This “Brand Agreement” between “I” or “me” or the “Company” and Investment Banker. (“Investment Banker”; together with “me“, “we” or the “parties”) governs the relationship between the parties. The parties agree to conduct this transaction and permit the creation of this Brand Agreement by electronic means.
2. Content: I hereby license to Investment Banker the use of the images (including logo, products, installation photos, etc.), product catalog, and related data, such as and including product pricing, that I provide or have placed on my website (such images, product catalog, related data, the “Content”) for display on Investment Banker sites, including related websites, social media websites, picture hosting websites, and all other website Investment Banker at its sole discretion believes will provide beneficial exposure to me, and for use in emails, quote requests and promotional materials. I may make suggestions for the best way to showcase my products and services or display the Content at any time, but Investment Banker retains full discretion regarding what Content (if any) to display, how, and where. I
represent and warrant that I have obtained all rights in and to the Content necessary for Investment Banker to exercise the rights granted hereunder, that the Content is accurate and representative of my products and services, and that I will update my Investment Banker account with any updates to the Content necessary to keep such Content accurate and representative of my products and services. Investment Banker is and not responsible for any damages associated with the Content or its interpretation.
3. Fees: Membership: The membership price is as stated on Financial Advisors sites at the time of purchase of the membership. All payments are paid upfront at the beginning of the 30-day billing cycle. Payments are automatically deducted from the account on file each billing cycle, unless I cancel my account.
4. Length of Contract: This Branding Agreement is valid up to and until I cancel my account.
5. Billing: If a payment is due on my Membership, but my credit card on file in no longer valid or active, Investment Banker may attempt to contact me to determine updated account information. Investment Banker will wait thirty (30) days before canceling my membership.
6. Termination: I may request termination of this Branding Agreement at any time. Termination will take effect upon the end of the last day of my billing cycle. Investment Banker may terminate this Branding Agreement at will. In the event Investment Banker terminates this Branding Agreement early, and I am not in violation of any if its term, I will receive a prorated reimbursement for the portion of the billing cycle remaining.
26. OTHER MATTERS
1. Severability. If any provision of this Agreement is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed to be severed from the rest of this Agreement and shall not affect the validity and enforceability of any remaining provisions.
2. Consents/Waivers. No consent or waiver by either party to or of any breach or default by the other party in its performance of its obligations under this Agreement will be deemed or construed to be a consent to waiver of a continuing breach or default or any other breach or default of those or any other obligations of that party. No consent or waiver will be effective unless in writing and signed by both parties.
3. Headings and References. The division of this Agreement into sections and subsections and the insertion of a table of contents and headings are for convenience of reference only and shall not affect the construction or interpretation of this Agreement. Unless something in the subject matter or context is inconsistent therewith, references herein to Sections are to sections, subsections and further subdivisions of sections of this Agreement.
4. Amendments to Agreement. You may not change, supplement, or amend this Agreement in any manner. Investment Banker may, in its sole discretion, change, supplement or amend this Agreement as it relates to your future use of the the Investment Banker Sites from time to time, for any reason, and without any prior notice or liability to you or any other person. Amendments to this Agreement will take effect upon their publication to the Investment Banker Sites Website, and from then on will govern the relationship between you and Investment Banker in respect to your use of the Investment Banker Sites Website. As a user, you agree to review this Agreement regularly, and your continued access or use of the Investment Banker Sites Website will mean that you agree to any changes.
5. Entire Agreement. This Agreement, as amended from time to time by Investment Banker, constitutes the entire agreement between you and Investment Banker relating to your use of the Investment Banker Sites and supersedes all previous agreements, written, oral or otherwise, between you and Investment Banker with respect to your use of the Investment Banker Sites. ADVICE AND INFORMATION PROVIDED BY INVESTMENT BANKER OR ITS REPRESENTATIVES, OR THROUGH THE INVESTMENT BANKER SITES, WHETHER ORAL OR WRITTEN, WILL NOT CREATE ANY REPRESENTATION, WARRANTY OR CONDITION OR VARY OR AMEND THIS AGREEMENT, INCLUDING THE ABOVE DISCLAIMERS, LIABILITY EXCLUSIONS, RELEASE AND INDEMNITY PROVISIONS, AND YOU MAY NOT RELY UPON ANY SUCH ADVICE OR INFORMATION.
6. Assignment and Enurement. The provisions of this Agreement will enure to the benefit of Investment Banker and its service providers and their respective successors and assigns, and shall be binding upon you and your heirs, executors, administrators, successors and personal representatives. You may not assign this Agreement or your rights and obligations under this Agreement without the express written consent of Investment Banker, which may be withheld in Investment Banker’s sole discretion. Investment Banker and its service providers may assign this Agreement and their respective rights and obligations under this agreement withoutyour consent.
8. Governing Law. This Agreement, your use of the Website, and all related matters are governed solely by the laws of the Commonwealth Puerto Rico, and applicable federal laws of the Unites States, excluding any rules of private international law or the conflict of laws which would lead to the application of any other laws, and both you and Investment Banker irrevocably attorn to the non-exclusive jurisdiction of
the courts of San Juan, Puerto Rico. Any claim or cause of action you may have arising from, in connection with, or relating to your use of the Investment Banker Sites, this Agreement, or any related matters must be commenced in a court of competent jurisdiction in San Juan, Puerto Rico, within one (1) year after the claim or cause of action arises, after which time the claim or cause of action is forever barred, regardless of any statute or law to the contrary.
9. Choice of Language. The parties confirm that it is their wish that this agreement, as well as any other documents relating to this agreement, including notices, schedules and authorizations, have been and shall be drawn up in the English language only.