This Terms and Conditions of Use (“TCU?) is entered into by and between you
and HedgeMark International, LLC and its subsidiaries, HedgeMark Risk Analytics,
HedgeMark Advisors, LLC and HedgeMark Institutional Consultants, LLC (collectively,
the “Company?), and sets out the terms and conditions pursuant to which you
may use the website located at www.hedgemark.com
(or any portion thereof) (the “Website?) and any services provided via the
Website to which you are given access. UPON CLICKING THE “AGREED? BUTTON AT THE
END OF THIS AGREEMENT, YOU AGREE TO BE BOUND BY THIS TCU and that each time you
access, view or use the Website and the data, information, products, materials,
services and other content available on or through the Website (collectively, the
“Content?), you agree and indicate that you (i) understand this TCU, (ii)
intend this TCU to be the legal equivalent of a signed, written contract and equally
binding, and (iii) accept this TCU and agree to be legally bound by it. Your use
of the Website constitutes your agreement to and understanding of all such terms,
conditions, and notices. The Company reserves the right to change, at its discretion,
the Content, and any terms, conditions, and notices under which the Website and
the information and services offered through the Website are offered, without further
notice to you. Your continued use of the Website will signify your agreement with
and understanding of any additional or modified Content, validity, terms, conditions
or notices applicable to the Website.
1. Definitions. "Intellectual Property Rights" means all present and future
rights in and to trade secrets, patents, copyrights, trademarks, service marks,
Internet domain names, trade dress, works of authorship, confidential and proprietary
information, know-how and all other intellectual property rights of any type under
the laws of any jurisdiction (including, without limitation, rights in and to all
applications and registrations therefor). "Service Provider" means a person whose
products or services are provided via the Website with the approval of the Company.
“User? means a person who has agreed to the TCU and has registered the required
information for use of this Website.
2. Intellectual Property. HEDGEMARK and other marks displayed on the Website
are proprietary service marks or trademarks of the Company or third parties. The
Company’s marks may not be used in connection with any product or service that is
not the Company’s, in any manner that is likely to cause confusion among consumers,
or to disparage or discredit the Company. All other trademarks and service marks
not owned by the Company displayed via the Website are the property of their respective
owners, who may or may not be affiliated with, connected to, or sponsored by the
Company. You may not use, copy, modify or display any of the trademarks, service
marks, names or logos appearing on the Website without the express written permission
of the respective owner thereof.
“Website? shall include all design, text, content, functionality, works of authorship,
software, photographs, video, audio, graphics, logos, button icons, images, reports,
data and data compilations displayed on or via the Website, comprising the Website,
or accessible via the Website; any improvements or modifications thereto or thereof;
any derivative works based thereon; the collection, arrangement and assembly of
all content of the Website; and all Intellectual Property Rights therein or thereto,
are, as between you and the Company, owned by the Company and its Service Providers
or licensors thereof all of which are protected by United States and international
copyright and other intellectual property laws. You agree to abide by any and all
notices or restrictions contained in the Website. You acknowledge that the Website
has been developed, compiled and arranged by or on behalf of the Company, represents
significant expenditure of time, effort, and money, and comprises valuable Intellectual
Property Rights of the Company. You agree not to infringe or otherwise violate any
Intellectual Property Rights or other proprietary rights of the Company or its Service
Providers and to comply with all reasonable written requests made by the Company
or its Service Providers to protect their contractual, statutory and common law
rights in the Website. You agree to notify the Company in writing by e-mail to email@example.com
promptly upon becoming aware of any unauthorized access or use of the Website by
any individual or entity or of any claim that the Website infringes upon or otherwise
violates any intellectual property or other proprietary rights of any third party.
All present and future rights, title and interest in and to the Website (including
the right to exploit the Website and any portions of the Website via any present
or future technology) are reserved by the Company. Except as specifically permitted
by the TCU, you shall not use the Website or any variations or derivatives thereof
for any purpose, without the Company’s prior written consent.
3. Representations and Warranties. You represent and warrant to us, as of
the date of your agreement to this TCU and for the duration of time this TCU is
in effect, that (a) your execution and performance of this TCU will not violate
any agreement or other obligation to which you are bound; (b) you possess the legal
right and ability to enter into this TCU; (c) you will comply with all applicable
laws, rules and regulations in using any aspect of the Website or otherwise performing
your obligations and exercising your rights under this TCU; (d) the information
you have given to the Company, its affiliates, agents and any other person or entity
in connection with your access to and use of the Website and obtaining a username
and password for the protected area of the website (including, without limitation,
broker-dealers) about yourself is complete, true and accurate.
4. Restrictions on Use.
You may not use the Website for any illegal purpose or in any manner inconsistent
with this TCU.
You agree to use the Website solely for your own personal and/or internal use and
benefit, and not for resale or external distribution. If you intend to use the Website
in any other way, then please contact the Company at firstname.lastname@example.org to
discuss your business requirements.
You agree not to use any information contained in the Website in any manner that
could compete with the business of the Company or any of its Service Providers.
You may not use, download, copy, reproduce, duplicate, print, recompile, decompile,
disassemble, reverse engineer, publish, display, perform, republish, modify, upload
to a server, create derivative works based on, sell, license, post, disseminate
or transmit the Website or any portion thereof or any information or content on
the Website without the prior written consent of the Company, except that you may
download material from the Website and/or make print copies for your own personal
and/or internal use, provided that any such downloaded or printed materials retain
all copyright and other proprietary notices.
You may not re-circulate, redistribute or publish (i) any analysis, presentation,
or reports (including, without limitation, analysis, presentations or reports generated
in relation to an investment in a collective investment vehicle (a “Fund?)
or a portfolio of Funds) included in the Website or generated through use of the
Website or (ii) any offering documents, marketing materials or other documents related
to the Funds, in each case, without the Company’s prior written consent.
You may not offer any part of the Website for sale or distribute it over any medium,
including but not limited to over-the-air television or radio broadcast, a computer
network or hyperlink framing on the Internet, without the prior written consent
of the Company.
The Website and the information contained therein may not be (i) used to construct
a database of any kind, or (ii) stored (in its entirety or in any part) in databases
for access or distribution by you or any third party.
You may not use the Website in any way to improve the quality of any data sold or
contributed by you to any third party.
You will not spam or send unsolicited mailings to any individual or entity using
the Website and will not use the Website or the information contained therein, including
any Intellectual Property Rights therein, in unsolicited mailings or spam material.
You shall (i) not upload or send any information via the Website that (a) infringes
or otherwise violates any copyright, patent, trademark, trade secret or other proprietary
right; (b) is unlawful, defamatory, libelous, slanderous, offensive, obscene, pornographic,
exploitative of a minor, violent, hateful, threatening, abusive, misleading, deceptive,
anti-religious or racially, ethnically or otherwise objectionable; (c) contains
or embodies a virus, worm, Trojan Horse or other contaminating or destructive feature;
or (d) otherwise violates any applicable treaty, law or regulation; (ii) not upload
or send any commercial, promotional or solicitation information.
5. License. Nothing in the TCU shall be deemed to grant to you or any other
User any license or right in or to (i) the Website, any portion thereof or any information,
services, content or materials contained within the Website, other than the limited
right of access to the Website in accordance with this TCU; or (ii) any copyright,
trademark, trade secret or other proprietary right of the Company, its Service Providers,
or any other individual or entity. No act of downloading, storing, accessing, using,
or otherwise copying from the Website will transfer title to any software or material
at the Website to you. Anything that you transmit to the Website becomes the Company’s
property, may be used by the Company for any lawful purpose (subject to any further
agreement between the Company and you), and is further subject to disclosure as
deemed appropriate by us, including to any legal or regulatory authority to which
the Company is subject.
6. Your Account. As part of the process to obtain your username and password,
you have provided the Company, its agents and/or certain third parties (including,
without limitation, a broker-dealer) with certain information (“Investor Information?),
all of which you hereby represent and warrant is accurate, truthful, and current.
You hereby agree to make certain that such information is complete and up-to-date
at all times. You shall be solely responsible for maintaining the confidentiality
of your password. You shall immediately notify the Company at email@example.com
of any known or suspected unauthorized use(s) of your account, or any known or suspected
breach of security, including loss, theft, or unauthorized disclosure of your password.
You are fully responsible for securing all facilities, products and equipment that
might allow access to the Website and all usage and activity that occur through
the use of your password or account, whether or not such use is authorized by you.
Further, you shall not share your login information with any third party and are
solely responsible for any and all activity that takes place under your login information.
The Company reserves the right to revoke your username and password at any time
for any reason without prior notice. The Company may require you to provide additional
and/or more detailed information to verify your identity when the Company deems
it necessary or appropriate to do so including, without limitation, in order to
comply with the applicable anti-money laundering laws, including, if applicable,
the Uniting and Strengthening America by Providing Appropriate Tools Required to
Intercept and Obstruct Terrorism Act of 2001 (“USA PATRIOT Act? or “Patriot Act?).
Actual or attempted unauthorized use of the Website may result in criminal and/or
civil prosecution. The Company monitors, reviews and records all activity on the
Website which records are the sole property of the Company. Any information obtained
by monitoring, reviewing, or recording is subject to review affiliates of the Company
and by appropriate governmental, regulatory and law enforcement organizations in
connection with applicable law, including routine examinations of the Company and
the investigation or prosecution of possible criminal activity on the Website.
7. Unauthorized Use of the Website. The Company reserves the right to investigate
and take legal action against any illegal and/or unauthorized use of the Website,
including but not limited to: unauthorized access to the Website through a third
party application, robot, spider, automated device, or data mining or extraction
tool or other unauthorized means; interference with the Website; or action that
imposes an unreasonable load on the Website. The Company's decision not to pursue
legal action for any violation of this TCU shall not be construed as a waiver of
the TCU or the Company’s legal rights.
8. Feedback. Except where otherwise expressly provided by the Company, all
comments, feedback or information submitted to the Company through or in association
with the Website (collectively, “Feedback?) shall not be considered your
confidential information and shall be the Company's property. By submitting such
Feedback to the Company, you agree that you assign to the Company, without charge,
all worldwide rights, title and interest, including copyrights and other intellectual
property rights, in and to such Feedback, and that the Company shall be free to
use such Feedback in any manner or media whatsoever, on an unrestricted basis and
without any attribution, compensation or royalties to you.
on the Website.
11. Links to other Websites. The Company may permit Users to have access,
through hypertext or other computer links, from the Website to web sites operated
by persons other than the Company (including, without limitation, Service Providers).
In such cases, such hyperlinks are provided for your reference and convenience only,
and are the exclusive responsibility of such web sites’ owners. A hyperlink from
this Website to another web site does not imply or mean that the Company endorses,
recommends, or approves the content on that web site or the operator or operations
of that web site. The Company is not responsible for the privacy practices or the
operation, content, security or policies, including privacy policies, of any other
web site that is linked or linking to the Website. IN NO EVENT WILL THE COMPANY
BE LIABLE, DIRECTLY OR INDIRECTLY, TO ANYONE FOR ANY DAMAGE OR LOSS ARISING FROM
OR RELATING TO ANY USE, CONTINUED USE OR RELIANCE ON ANY THIRD PARTY WEBSITE OR
ANY CONTENT DISPLAYED ON ANY SUCH WEBSITE, OR ANY PRODUCTS, SERVICES OR OTHER MATERIALS
RELATING TO ANY SUCH WEBSITE, OR ANY LINK CONTAINED IN ANY SUCH WEBSITE.
12. Disclaimer and Limitation of Liability.
(A) ALTHOUGH THE COMPANY ENDEAVORS TO MAKE THE WEBSITE A USEFUL AND EFFICIENT RESOURCE
TO ITS USERS, YOU AGREE THAT YOUR USE OF THE WEBSITE AND ANY SERVICE PROVIDED VIA
THE WEBSITE, INCLUDING BY THE COMPANY’S SERVICE PROVIDERS, OR ANY OTHER INFORMATION,
CONTENT AND MATERIALS CONTAINED IN, ACCESSED VIA, OR DESCRIBED ON THE WEBSITE, IS
AT YOUR SOLE RISK AND THAT ALL SUCH INFORMATION, CONTENT, SERVICES AND MATERIALS
ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULL EXTENT PERMISSIBLE
BY APPLICABLE LAW, THE COMPANY MAKES NO, AND HEREBY DISCLAIMS ALL, REPRESENTATIONS
AND WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE AVAILABILITY, OPERATION
AND USE OF THE WEBSITE AND ANY INFORMATION, CONTENT, MATERIALS OR SERVICES ON OR
ACCESSED VIA THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY,
NON-INFRINGEMENT, TITLE OR FITNESS FOR A PARTICULAR PURPOSE OR USE, AND IMPLIED
WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. IN ADDITION,
THE COMPANY DOES NOT REPRESENT OR WARRANT THAT ANY OF THE INFORMATION ACCESSIBLE
VIA THE WEBSITE OR ANY SERVICES PROVIDED VIA THE WEBSITE, INCLUDING BY THE COMPANY’S
SERVICE PROVIDERS, OR ANY OTHER INFORMATION, CONTENT AND MATERIALS CONTAINED IN,
ACCESSED VIA, OR DESCRIBED ON THE WEBSITE IS ACCURATE, COMPLETE OR CURRENT, AND
IS NOT RESPONSIBLE FOR ANY ERRORS OR OMISSIONS THEREIN OR FOR ANY ADVERSE CONSEQUENCES
RESULTING FROM YOUR RELIANCE ON ANY ASPECT OF THE WEBSITE OR ANY SERVICES PROVIDED
VIA THE WEBSITE, INCLUDING BY THE COMPANY’S SERVICE PROVIDERS.
(B) THE COMPANY DOES NOT WARRANT THAT THE WEBSITE IS COMPATIBLE WITH YOUR EQUIPMENT
OR THAT THE WEBSITE OR DATA, INFORMATION OR SERVICES PROVIDED VIA THE WEBSITE, INCLUDING
BY THE COMPANY’S SERVICE PROVIDERS, OR ANY E-MAIL SENT BY THE COMPANY OR ITS REPRESENTATIVES,
WILL BE SECURE, OR FREE OF ERRORS, VIRUSES, WORMS, "TROJAN HORSES," OR ANY OTHER
HARMFUL, INVASIVE, OR CORRUPTED COMPONENTS, AND IS NOT LIABLE FOR ANY DAMAGE OR
LOSS YOU MAY SUFFER AS A RESULT OF SUCH DESTRUCTIVE FEATURES. YOU AGREE THAT IN
NO EVENT SHALL THE COMPANY, ITS AFFILIATES, SUPPLIERS, SERVICE PROVIDERS, AGENTS,
REPRESENTATIVES, SUCCESSORS, AND ASSIGNS, OR THE RESPECTIVE MEMBERS, OFFICERS, OR
EMPLOYEES THEREOF (COLLECTIVELY, THE “COMPANY PARTIES?) BE LIABLE TO YOU
OR ANY THIRD PARTY FOR: ANY LOSSES OR DAMAGES OF ANY KIND, WHETHER CAUSED BY THE
NEGLIGENCE OF ANY OF THE COMPANY PARTIES OR OTHERWISE ARISING IN CONNECTION WITH
THE USE OF, ACCESS TO, RELIANCE ON, INABILITY TO USE OR IMPROPER USE OF THE WEBSITE
OR ANY INFORMATION, CONTENT, MATERIALS OR SERVICES AVAILABLE THEREON, AND, TO THE
EXTENT PERMISSIBLE BY ALL APPLICABLE LAW, SHALL NOT BE LIABLE FOR ANY LOSSES OR
DAMAGES (INCLUDING, BUT NOT LIMITED TO, ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE,
INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, REVENUE, BUSINESS
INTERRUPTION, LOSS OF DATA, INCOME, CONTRACTS, ANTICIPATED SAVINGS, DATA, GOODWILL
OR WASTED TIME), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS
OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE. IN ADDITION, THE
COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, AND SHALL NOT BE LIABLE
TO YOU OR ANY THIRD PARTY, WITH RESPECT TO ANY DATA, INFORMATION, MATERIALS OR SERVICES
PROVIDED BY ANY THIRD PARTIES, INCLUDING THE SERVICES PROVIDERS. WITHOUT LIMITING
THE GENERALITY OF THE FOREGOING, THE COMPANY PARTIES SHALL NOT BE LIABLE FOR (I)
ANY FAULT, INACCURACY, OMISSION, DELAY OR ANY OTHER FAILURE IN THE WEBSITE CAUSED
BY YOUR COMPUTER EQUIPMENT OR ARISING FROM YOUR USE OF THE WEBSITE ON SUCH EQUIPMENT
OR (II) ANY LOSSES OR DAMAGES RELATED TO THE SUBMISSION OF SUBSCRIPTION OR REDEMPTION
REQUESTS VIA THE WEBSITE (WHICH SUBMISSIONS SHALL ONLY BE VALID TO THE EXTENT RECEIVED
AND CONFIRMED BY THE RELEVANT FUND OR ITS ADMINISTRATOR). THE COMPANY IS ALSO NOT
RESPONSIBLE FOR THE RELIABILITY OR CONTINUED AVAILABILITY OF THE TELEPHONE LINES,
WIRELESS SERVICES, COMMUNICATIONS MEDIA, AND EQUIPMENT YOU USE TO ACCESS THE WEBSITE.
YOU UNDERSTAND THAT THE COMPANY AND/OR SERVICE PROVIDERS AND/OR OTHER THIRD-PARTY
CONTRIBUTORS TO THE WEBSITE MAY CHOOSE AT ANY TIME TO INHIBIT OR PROHIBIT THEIR
CONTENT FROM BEING ACCESSED UNDER THE TCU. IN NO EVENT SHALL THE COMPANY'S TOTAL
LIABILITY TO YOU FOR ANY AND ALL DAMAGES, LOSSES AND CAUSES OF ACTION (WHETHER IN
CONTRACT OR TORT INCLUDING NEGLIGENCE) EXCEED $1,000.
No claim of any kind, character or nature whatsoever, known or unknown, fixed or
contingent, arising out of or relating to this TCU may be brought by you more than
one (1) year after you first discover or otherwise become aware of such claim. Nothing
in the TCU operates to exclude liability for death or personal injury caused by
the Company, the Company's gross negligence or willful misconduct, nor any other
liability which cannot be excluded or limited under applicable law.
13. HedgeMark Risk Analytics, LLC Data and Materials. YOU ACKNOWLEDGE AND
AGREE THAT: (i) THE REPORTS GENERATED IN CONNECTION WITH THE USE OF THE WEBSITE
MAY INCORPORATE DATA OBTAINED FROM HEDGEMARK RISK ANALYTICS, LLC (THE “RISK ANALYTICS
MATERIALS?), AND (ii) SUCH DATA IS PROVIDED TO YOU ON AN “AS IS? BASIS. HEDGEMARK
RISK ANALYTICS, LLC, ITS INFORMATION PROVIDERS, AND ANY OTHER THIRD PARTY INVOLVED
IN OR RELATED TO THE MAKING OR COMPILING OF ANY OF THE RISK ANALYTICS MATERIALS
MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND TO YOU, EITHER EXPRESS OR IMPLIED,
WITH RESPECT TO SUCH RISK ANALYTICS MATERIALS (OR THE RESULTS TO BE OBTAINED BY
THE USE THEREOF). WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, HEDGEMARK RISK
ANALYTICS, LLC, ITS INFORMATION PROVIDERS AND ANY OTHER THIRD PARTY INVOLVED IN
OR RELATED TO THE MAKING OR COMPILING ANY OF THE RISK ANALYTICS MATERIALS EXPRESSLY
DISCLAIM ANY AND ALL WARRANTIES OF ORIGINALITY, ACCURACY, TIMELINESS, COMPLETENESS,
SUITABILITY, DIVERSITY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR
YOU ASSUME THE ENTIRE RISK OF ANY USE YOU MAY MAKE OF THE RISK ANALYTICS MATERIALS.
IN NO EVENT SHALL HEDGEMARK RISK ANALYTICS, LLC, ITS INFORMATION PROVIDERS OR ANY
THIRD PARTY INVOLVED IN OR RELATED TO THE MAKING OR COMPILING OF ANY OF THE RISK
ANALYTICS MATERIALS, BE LIABLE TO YOU, OR ANY OTHER PERSON, FOR ANY DIRECT OR INDIRECT
DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, LOST SAVINGS OR OTHER
INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THIS AGREEMENT OR
THE INABILITY OF YOU TO USE THE RISK ANALYTICS MATERIALS, REGARDLESS OF THE FORM
OF ACTION, EVEN IF HEDGEMARK RISK ANALYTICS, LLC, ANY OF ITS INFORMATION PROVIDERS,
OR ANY OTHER THIRD PARTY INVOLVED IN OR RELATED TO THE MAKING OR COMPILING OF ANY
OF THE RISK ANALYTICS MATERIALS HAS BEEN ADVISED OF OR OTHERWISE MIGHT HAVE ANTICIPATED
THE POSSIBILITY OF SUCH DAMAGES.
14. No Fiduciary Duty; No Guarantee of Beneficial Results. You acknowledge
and agree that: (i) HedgeMark Risk Analytics, LLC is not undertaking to manage money
or act as a fiduciary with respect to your account or any of your managed or fiduciary
accounts, (ii) the Risk Analytics Materials do not, and shall not, serve as a primary
basis for any investment decisions made with respect to any such accounts, (iii)
the methodology of financial risk management employed by HedgeMark Risk Analytics,
LLC may or may not produce results beneficial to you, and (iv) HedgeMark Risk Analytics,
LLC shall have no liability, monetary or otherwise, to you or any other individual
or entity in the event the Risk Analytics Materials produce incorrect, invalid or
15. Confidentiality of Internet. Use of the Internet is solely at your own
risk and is subject to all applicable local, state, national, and international
laws and regulations. While the Company has endeavored to create a secure and reliable
Website, please be advised that the confidentiality of any communication or material
transmitted to/from the Website over the Internet cannot be guaranteed. Accordingly,
the Company is not responsible for the security of any information transmitted via
the Internet or for the consequences of any reliance on such information. You assume
the sole and complete risk for using the Website and must make your own determination
as to these matters.
16. Indemnification. You agree to indemnify, defend and hold harmless the
Company Parties, the other Users, and any other third party contributors to the
Website, and their affiliates, suppliers, service providers, agents, representatives,
successors, and assigns, and the respective members, officers, or employees thereof,
from and against any and all claims, damages, liabilities, actions, causes of action,
suits, demands, losses, costs, and expenses (including reasonable attorney's and
expert's fees) arising out of or in connection with your use of, or access to, the
Website and any information, services, content or materials accessible via the Website
or any links displayed on the Website, including, but not limited to: (i) use of
the Website via your account, whether of not such access is authorized by you; (ii)
a violation of the TCU by you or any other person accessing the Website through
your account; (iii) a claim that any use of the Website, or any content, information,
materials or services contained, displayed or available via the Website, by you
or any other person accessing the Website through your account, infringes or otherwise
violates any intellectual property, right of privacy or publicity, or other proprietary
right of any third party, is libelous or defamatory, or otherwise results in injury
or damage to any third party; (iv) any deletions, additions, insertions or alterations
to, or any unauthorized use of, the Website by you or any other person accessing
the Website through your account; (v) any misrepresentation or breach of representation
or warranty made by you contained herein; or (vi) any breach of any covenant or
agreement to be performed by you hereunder. The Company reserves the right, at its
own expense, to assume the exclusive defense and control of any matter otherwise
subject to indemnification by you, in which event you will fully cooperate with
the Company in asserting any available defense. You acknowledge and agree to pay
the reasonable legal fees of the Company incurred in connection with any and all
claims brought against you by the Company under the TCU and any other terms and
conditions of use on the Website, including without limitation, claims arising from
your failure to indemnify the Company pursuant to the TCU.
17. Termination. You may, without prejudice to any accrued rights, terminate
the TCU, with or without cause and at any time, by notifying the Company in writing
of such termination and discontinuing your use of the Website. The Company, without
notice, may terminate the TCU, prohibit or suspend your access to the Website, with
or without cause, at any time and effective immediately. In addition, at any time,
without notice to you, the Company may modify or discontinue the Website or any
services provided via the Website, including by the Company’s Services Providers.
The Company shall in no way be held liable to you or any third party for any consequence
which results from the Company’s decision to modify or discontinue the Website or
terminate this TCU. Upon termination of access to the Website by you or the Company,
you must discontinue your use of the Website, promptly destroy all materials obtained
from the Website and any copies thereof other than records of any investments that
you made with or through affiliates of the Company or as required by law or regulatory
authority having oversight over you.
18. Governing Law. The TCU shall be governed by and construed in accordance
with the laws of the State of Delaware, USA. You hereby agree that any action arising
out of the TCU or your use of the Website shall be brought in state or federal court
in New York and you consent to the exclusive jurisdiction of such courts.
19. Third Party Beneficiaries. This TCU is binding upon, and shall inure
to the benefit of, the parties hereto and their respective administrators, legal
representatives, successors, and permitted assigns. You agree that the Company’s
affiliates, any trustee of a Fund, Fund manager, or any such Fund manager’s custodian,
prime broker or administrator, and their respective licensors, data providers, and
vendors, are each intended as third party beneficiaries of this TCU, with the right
to enforce all applicable provisions hereof.
20. Miscellaneous. You may not assign or otherwise transfer the TCU or any
of your rights or obligations hereunder. The failure of the Company to exercise
or enforce any right or provision of the TCU shall not constitute a waiver of such
right or provision. Save in respect of discontinued access or use and removal or
destruction of materials, the provisions of the TCU shall survive any termination
of the TCU as reasonably necessary to give effect to the provisions thereof.
21. E-mail Notices. The Company may notify you of any material changes to
the Website or the TCU by e-mail to the e-mail address that you specify upon registration.
You are responsible for notifying the Company of any change to your email address
and the Company shall not be liable for any misdirection of information as a result
of your failure to do so.
22. Headings. The section titles in the TCU are used solely for convenience
and have no legal or contractual significance.
23. Severability. If any provision of the TCU is found invalid or unenforceable,
that provision will be severed to the extent permissible, and the other provisions
of the TCU will remain in force.
24. Entire Agreement. The TCU constitutes the entire agreement between you
and the Company with respect to the subject matter hereof and supersedes any prior
or contemporaneous communications, representations, or agreements, whether oral
or written, between you and the Company with respect to such subject matter.
25. Contact. If you have any questions relating to the TCU, the Website or
the Company, please contact: firstname.lastname@example.org.
26. Notice and Procedure for Making Claims of Intellectual Property Infringement.
The Company respects the intellectual property rights of others. If you believe
that any content on this Website may infringe your copyrights or other intellectual
property rights, please provide the Company the written information specified below.
Please note that this procedure is exclusively for notifying the Company that your
intellectual property rights have been infringed.
An electronic or physical signature of the person authorized to act on behalf of
the owner of the intellectual property interest;
A description of the intellectual property right that you claim has been infringed;
A description of where the material that you claim is infringing is located on the
Your address, telephone number, and e-mail address;
A statement by you that you have a good faith belief that the disputed use is not
authorized by the intellectual property owner, its agent, or the law;
A statement by you, made under penalty of perjury, that the above information in
your notice is accurate and that you are the intellectual property owner or authorized
to act on the intellectual property owner's behalf.
The Company’s agent for notice of claims of copyright infringement or other intellectual
property infringement on the Website can be reached as follows:
Intellectual Property Agent
c/o Katten Muchin Rosenmann LLP
Attn: Tanya Curtis, Esq.
525 West Monroe Street
Chicago, IL 60661
27. ADDITIONAL RISK DISCLOSURES.
Any performance information is net of applicable fees unless otherwise noted. Performance
results may be estimated and are subject to change and finalization. Return targets
or objectives, if any, are used for measurement or comparison purposes and only
as a guideline to evaluate a particular investment program’s investment strategies
and accompanying information. Targeted returns reflect subjective determinations
based on a variety of factors, including, among others, investment strategy, prior
performance of similar products (if any), volatility measures, risk tolerance and
market conditions. There can be no assurance that the return or volatility targets
will be met, or met over any particular time horizon, and different investment managers
or advisors may differ on the likelihood or otherwise of achieving the target return
or volatility range. Performance may fluctuate, especially over short periods. Targeted
returns should be evaluated over the time period indicated and not over shorter
periods. Targeted returns are not intended to be actual performance and should not
be relied upon as an indication of actual or future performance. Any descriptions
involving investment models, statistical analysis, investment process, and investment
strategies and styles are provided for illustration purposes only and are not intended
to reflect performance.
Any assumptions, assessments, statements or the like (“statements?) regarding future
events or that are forward-looking constitute only subjective views, outlooks, estimations
or intentions, are based upon the author’s or source’s expectations, intentions
or beliefs, should not be relied on, are subject to change due to a variety of factors,
including fluctuating market conditions, and involve inherent risks and uncertainties,
both general and specific, many of which cannot be predicted or quantified and are
beyond the Company’s control. Such risks and uncertainties include, without limitation,
the adverse effect from a decline in the securities markets, a general downturn
in the economy, competition from other companies, changes in governmental policy
or regulation, inability to attract or retain key employees, or inability to implement
certain strategies. Future evidence and actual results could differ materially from
those set forth in, contemplated by, or underlying these statements. In light of
these risks and uncertainties, there can be no assurance and no representation is
given that these statements are now or will prove to be accurate or complete in
Any indexes and other financial benchmarks shown are provided for illustrative purposes
only, are unmanaged, reflect reinvestment of income and dividends and do not reflect
the impact of advisory fees. Investors generally cannot invest directly in an index.
Comparisons to indexes have limitations because indexes have volatility and other
material characteristics that may differ from a particular investment strategy or
fund. Therefore, performance may differ substantially from the performance of an
index. Because of these differences, indexes should not be relied upon as an accurate
measure of comparison.
There is no guarantee that any Funds’ strategies will result in profit. Performance
may be volatile and an investor could lose a substantial amount or all of its investment.
Past performance is not necessarily indicative of future results. An investor will
have no trading authority over assets invested in the Funds. Fees and expenses will
reduce trading profits and at times may be significant. None of the Funds’ strategies
is intended, by itself, to provide an investor with a diversified investment program
or otherwise tailored to suit any investor’s overall investment needs.
The Company does not provide recommendations, investment advice or any other advice
to you or any other party through the Website, including, without limitation, with
respect to the suitability or efficacy of any risk model or other tool made available
via the Website, including portfolio construction and any risk analyses performed
with respect thereto.