Last update: June 18, 2017
IpoProspector.com (the "Site" or "IPO Website") and the IPO Prospector mobile application (the "App" or "IPO Prospector App") are owned and managed by IPO Prospector, LLC ("IPO"). IPO includes our subsidiaries and our affiliated companies, which collect, track and disseminate financial information about initial public offerings, secondaries and convertible offerings from initial filing through pricing and track performance thereafter.
YOU MAY NOT USE THE IPO WEBSITE, MOBILE APPLICATION OR SERVICE FOR ANY PURPOSE THAT IS UNLAWFUL OR PROHIBITED BY THIS AGREEMENT AND/OR ANY APPLICABLE ADDITIONAL TERMS. YOUR ACCESS TO ANY IPO WEBSITE, MOBILE APPLICATION AND/OR SERVICE MAY BE TERMINATED IMMEDIATELY IN IPO'S SOLE DISCRETION, WITH OR WITHOUT NOTICE, IF YOU FAIL TO COMPLY WITH ANY PROVISIONS OF THIS AGREEMENT AND/OR ADDITIONAL TERMS, OR FOR ANY OTHER REASON, OR NO REASON.
Changes to this Agreement
In its sole discretion, IPO may modify, alter, or otherwise change this Agreement, with or without cause, and without giving you notice, subject to applicable law. In addition, we may suspend, cancel, add, modify or delete any feature offered in connection with IPO Prospector at our sole discretion at any time, with or without cause, and without giving you notice, subject to applicable law. We reserve the right to deliver to you any notice of changes to existing terms or the addition of new terms by posting an updated Agreement on the IPO Prospector Site and App or delivering notice of changes to you electronically to the email address you provided for your Account. Please review this Agreement periodically for changes as you are bound by the version of this Agreement that exists whenever you access the IPO Website or App. Your continued use of the Service after IPO posts a revised Agreement constitutes your willingness to be bound by these changes without limitation, qualification or change. If at any time you do not accept these changes, you must immediately discontinue use of the Service and cancel your Account as described further herein.
Privacy and Protection of Personal Information
Your Authority to Agree to this TOS.
You represent, warrant and covenant that: (i) you have the power and authority to enter into this agreement; and (ii) you are at least eighteen (18) years old (or nineteen (19) years old if you reside in state where the legal age of majority is 19).
Establishing an Account
To establish an IPO Prospector account (an "IPO Prospector Account" or "Account") which will provide you with access to the Service content, you must register for the Service by opening an Account on the IPO Prospector Site. Registration is not presently available on the App. Individuals must satisfy the necessary verification requirements, including email verification to be eligible. Until you verify your email address your Account privileges will be limited. During registration for an Account you must provide us with current, complete, and accurate information as requested by the applicable online registration form. It is your responsibility to maintain the currency, completeness, and accuracy of your registration data and any loss caused by your failure to do so is your responsibility. During registration you must also provide a valid credit card in your name and issued by a U.S. financial institution or entity, as applicable. This card will be charged your Monthly Subscription Fee as described further herein. We may take actions to authenticate your identity or authority to use the credit card you provide for payment at any time. We are not responsible if linking and conducting a transaction from a credit card results in an overdraft, over-limit, over-credit line, non-sufficient funds, or any other fee(s) or charge(s) associated with such transaction that may be charged by the financial institution or entity that issues you that credit card. In addition, if you improperly enter any card information and/or card type when adding a credit card to your Account, we reserve the right to remove and block such credit card from the Service and/or your Account at any time without prior notice to you.
Passwords and Security
After you have fully completed the registration form, you may be asked to choose a password and a user name. It is entirely your responsibility to maintain the confidentiality of your password and Account. You are entirely responsible for any and all activities that occur under your Account. You will notify IPO immediately at email@example.com if you suspect any unauthorized use of your account, access to your password or unauthorized disclosure of your password or credit card information. IPO is not liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. You will not use the account, username, or password of another registered user at any time or to disclose your password to any third party and you are not permitted to share these credentials with other individuals, regardless of affiliation. You are solely responsible for any and all use of your account. You may cancel your account by taking the action and/or delivering notice in the manner provided herein. By using the IPO Website or Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; and (c) your use of the Services does not violate any applicable law or regulation or this Agreement.
The use of your Account by any individual under age eighteen (18) is strictly prohibited. If the computer system or mobile device on which you accessed the Service is sold or transferred to another party, you warrant and represent that you will delete all cookies and software files obtained by or through use of the Service.
IPO may terminate your account at any time, without warning for any or no reason, with or without prior notice or explanation, and without liability. Even after your account is terminated, this Agreement will remain in effect in its entirety.
Upon termination, you will receive an automated confirmation via e-mail that your Account will be terminated. You are responsible for all charges incurred up to the time the Account is terminated. Notwithstanding anything else herein, IPO reserves the right to pursue any and all claims against any user of your Account. You agree to maintain only one account with the Service at any time and certify that you currently have no other account(s) with the Service.
Access and Use
Charts, reports, articles, guides, comments, videos and any other materials or content made available via the Service ("Service Content") do not reflect our opinions or analysis or those of our affiliates or our content providers. You may not copy, modify, re-publish, transmit, or distribute the Service Content. We and our content providers are not responsible or liable for, and do not validate, endorse or make any representations about the accuracy, completeness, legality, or reliability of any information, opinions, assertions or statements expressed in any Service Content. Service Content is provided for informational purposes only and does not, and should not be relied upon to, replace the advice of your own professional legal, tax and financial advisors. Any reliance on the Service Content is at your own risk. Under no circumstances will we, our affiliates or our content providers be responsible for any loss or damage resulting from your reliance on Service Content. Service Content is provided "AS-IS" and we and our content providers expressly disclaim all warranties, express or implied (including, without limitation, fitness for a particular purpose or non-infringement) with respect to Service Content.
The Service Content provided to you is protected by international trademark and copyright laws and must only be used for personal, non-commercial purposes. IPO grants you a limited, revocable, non-transferable license to display the Site Content (excluding any software code) on your computer and other mobile or electronic device solely for your personal use in connection with the Service. Illegal and/or unauthorized use of the IPO Internet Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, any unauthorized framing of the IPO Website or any unauthorized use of music and video embedded players is prohibited. Commercial advertisements, affiliate links, and other forms of solicitation may be removed from user profiles without notice or explanation and may result in termination of Account privileges. IPO may take appropriate legal action for any illegal or unauthorized use of the Service.
The reproduction, duplication, distribution (including by way of email, facsimile or other electronic means), publication, modification, copying, translation, publication, display, sale, or transmission of material from the Service is STRICTLY PROHIBITED unless you have obtained the prior written consent of IPO or unless it is expressly permitted by the Site or App. The material covered by this prohibition includes, without limitation, any text, charts, graphics, reports, logos, photographs, audio or video material or stills from audiovisual material available on this IPO Website. The use of materials from the IPO Website or App on any other web site or networked computer environment or mobile application or device is similarly prohibited.
Also, except for content you post, you are strictly prohibited from creating works or materials that derive from or are based on the materials contained in this IPO Website. This prohibition applies regardless of whether the derivative materials are sold, bartered or given away.
Once you establish an Account, access to and use of the Service is available upon payment of the monthly subscription fee (the "Monthly Subscription Fee" or "Fee"). The Monthly Subscription Fee will be charged to your credit card on file with your Account during every monthly statement period unless a waiver, exception or other promotional program applies or as otherwise described below. You authorize us to charge your credit card account by registering for an Account and providing us with your credit card information. You warrant to us that the credit card information that you provide us is correct and is your account.
Your monthly statement period will begin on the date you successfully register for an Account.
- The current Monthly Subscription Fee for the Service is $250 per month per Account.
Premium Services are available to eligible Account holders and
are quoted on request.
Contact firstname.lastname@example.org for more information on this feature of the Service.
As a courtesy to our new registrants, we will waive the Fee during your temporary trial period which will begin upon your successful registration for an Account and which will conclude on the last day of the month in which you complete your registration (the "Trial Period"). We reserve the right to extend your Trial Period at our election but shall but under no obligation to do so. If you do not cancel your Account within five (5) business days prior to the end of your Trial Period, you authorize us to charge your credit card the Fee for the following month's Service and for each month thereafter. In order to cancel your Account and to cease the Monthly Subscription Fee, you must cancel your Account within five (5) business days prior to the end of the then-current month of Service as described further in this Agreement.
IPO Prospector reserves the right to offer periodic credits and/or discounts on the Monthly Subscription Fee in its sole and exclusive discretion.
Further, IPO reserves the right to change the Fees charged for the Service at any time or to charge additional fees for other features or reports that may be offered hereafter. In all cases we will notify you in advance of such change or extra charges by posting a notice on the Site or the App. Your continued use of the Service after the effective date of any such change constitutes your consent to be charged the additional and/or higher fee(s) for the Service.
IPO Prospector Mobile Application
The IPO Prospector Mobile App allows you to use your mobile device to access the Service. The App may not work with all mobile devices (it is currently available only for U.S. wireless telephone numbers), and not all functionalities of the Service may be available on mobile devices or through the App. If you use the App, you are solely responsible for any fees that your wireless service provider or other third party charges, such as fees for messages and data services. Your wireless service provider is not the provider of the App or the Service, and we are not responsible for the hardware and/or mobile device you use in downloading and using the App.
Disclaimer of Warranties
YOUR USE OF, AND RELIANCE ON, ANY ADVICE OR INFORMATION OBTAINED FROM OR THROUGH THIS IPO WEBSITE AND/OR IPO INTERACTIVE SERVICE IS AT YOUR OWN RISK. ALL CONTENT, INCLUDING SOFTWARE, PRODUCTS, SERVICES, INFORMATION, TEXT AND RELATED GRAPHICS CONTAINED WITHIN OR AVAILABLE THROUGH THIS IPO WEBSITE OR IPO INTERACTIVE SERVICE ARE PROVIDED TO YOU ON AN "AS IS," "AS AVAILABLE" BASIS. IPO MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS WEBSITE OR THE INFORMATION, CONTENT OR MATERIALS INCLUDED ON THIS WEBSITE. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, IPO DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, INFORMATIONAL CONTENT, TITLE, OR NON-INFRINGEMENT OF THE RIGHTS OF THIRD PARTIES. IPO DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS THAT THIS IPO WEBSITE WILL OPERATE ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE AND/OR ITS SERVER WILL BE FREE OF VIRUSES AND/OR OTHER HARMFUL COMPONENTS. IPO DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING SUITABILITY, AVAILABILITY, ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF ANY MATERIAL OF ANY KIND CONTAINED WITHIN THIS IPO WEBSITE FOR ANY PURPOSE, INCLUDING SOFTWARE, PRODUCTS, SERVICES, INFORMATION, TEXT AND RELATED GRAPHICS CONTENT.
IPO IS NOT RESPONSIBLE FOR ANY FAILURES CAUSED BY SERVER ERRORS, MISDIRECTED OR REDIRECTED TRANSMISSIONS, FAILED INTERNET CONNECTIONS, INTERRUPTIONS IN THE TRANSMISSION OR RECEIPT OF TICKET ORDERS OR IPO INTERACTIVE SERVICES, OR ANY COMPUTER VIRUS OR OTHER TECHNICAL DEFECT, WHETHER HUMAN OR TECHNICAL IN NATURE.
Certain Regulatory Matters
The IPO Website, App, Service and its contents are not to be construed, under any circumstances, as a research report(s) (as defined by FINRA Rule 2241), communications with the public (as defined by FINRA Rule 2210), an offer to sell or a solicitation to buy or effect transactions in any securities. No investment advice is provided or should be construed to be provided herein. IPO and its owners, employees and affiliates are not, nor do any of them claim to be, registered broker-dealers or registered investment advisors.
Specifically, "The Call" is a feature offered as part of your subscription to the Service which provides a look at the street consensus of a security based upon what we have gathered from sources believed to be reliable and does not necessarily reflect our opinion regarding the deal and under no circumstance should be relied upon for an investment or any other purpose. All investments carry risk and the information contained herein is provided for educational purposes only. Users are encouraged to seek out advice from a registered investment advisor prior to making any investments.
The Service and/or Service Content may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are "forward-looking statements" for purposes of federal and state securities laws, including, but not limited to, any projections of earnings, revenue or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing. Such forward-looking statements of or concerning the companies mentioned herein are subject to numerous uncertainties and risk factors, including uncertainties and risk factors that may not be set forth herein, which could cause actual results to differ materially from those stated herein. Accordingly, users of the Service are cautioned not to place undue reliance on such forward-looking statements. IPO undertakes no obligation to update any forward-looking statements that may be contained herein.
The owners, employees and affiliates of IPO, and their families, may have investments in companies and/or offerings featured on the Site or the App, may purchase securities of companies featured on this Site or the App and may sell securities of companies featured on the Site or the App, at any time and from time to time.
The IPO Website and App may contain company advertisements/advertorials, which are indicated as such. Information about a company contained in an advertisement/advertorial has been furnished by the company, and IPO has not made any independent investigation of the accuracy of any such information and no warranty of the accuracy of any such information is provided by the Site or App, IPO and its owners, employees and affiliates. Pursuant to Section 17(b) of the Securities Act of 1933, as amended, in situations where the owners, employees or affiliates of this the Site or App have received consideration for the advertisement/advertorial of a company or security, such fact will be disclosed in print.
The Service and Service Content may also contain company profile pages, which are indicated as such. Information about a company contained on a company profile page has been furnished by the company, and IPO has not made any independent investigation of the accuracy of any such information and no warranty of the accuracy of any such information is provided by the Site or App, IPO, its owners, employees and affiliates. Pursuant to Section 17(b) of the Securities Act of 1933, as amended, in situations where the owners, employees or affiliates of the Site or App have received consideration for a company profile page or security, such fact will be disclosed in print.
Users of the IPO Website and App should always conduct their own due diligence before making any investment decision regarding the companies and securities mentioned on the Site or App. Investment in securities generally, and many of the companies and securities mentioned on the Site or App from time to time, are speculative and carry a high degree of risk.
After you open an Account, you may post, transmit or submit opinions and/or reviews of offerings that we feature on the Service that can be viewed by other users of the Service ("User Content"). You are solely responsible for such User Content. IPO accepts no responsibility whatsoever in connection with or arising from such User Content. If you do not agree to this Agreement you may not participate in the IPO Interactive Service.You agree that you will not:
- Deliver any unsolicited advertisement, promotional materials, junk email, bulk email (also known as "spam"), chain letters, surveys or contests, or solicit participation in any pyramid schemes (unless it is on a page that explicitly states that such postings are allowed on that page);
- Solicit personal information from anyone under age 18;
- Solicit passwords or personal identifying information for commercial or unlawful purposes from other users;
- Publicly post information that poses or creates a privacy or security risk to any person;
- Deliver any unlawful (according to local, state, federal, or international law or regulation) postings to or through the IPO Website or App, or any postings which advocate illegal activity;
- Deliver, or provide links to, any postings containing material that could be considered harmful, obscene, pornographic, indecent, lewd, violent, abusive, profane, patently offensive, promotes racism, bigotry, hatred or physical harm of any kind against any group or individual, insulting, threatening, tortuous, harassing, hateful or otherwise objectionable;
- Deliver, or provide links to, any postings containing material that harasses, victimizes, degrades, or intimidates an individual or group of individuals on the basis of religion, race, ethnicity, sexual orientation, gender, age, or disability;
- Deliver, or provide links to, any postings containing defamatory, false or libelous material, contains nudity or a link to an adult website;
- Deliver any posting that infringes or violates any intellectual property or other right of any entity or person, including, without limitation, copyrights, patents, trademarks, laws governing trade secrets, rights to privacy, or publicity;
- Deliver any posting to that you do not have a right to make available under law or contractual or fiduciary relationships;
- Impersonate another person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity, or adopt a false identity if the purpose of doing so is to mislead, deceive, or defraud another;
- Manipulate identifiers, including by forging headers, in order to disguise the origin of any posting that you deliver;
- Use the Site, App or Service in any manner that could damage, disable, overburden, or impair or otherwise interfere with the use of the IPO Website or App or the computer equipment/electronic devices of other users, or cause damage, disruption or limit the functioning of any software, hardware, or telecommunications equipment;
- Attempt to gain unauthorized access to the IPO Website or App, any related website, other accounts, computer system, or networks connected to the IPO Website or App, through hacking, password mining, or any other means; or
- Obtain or attempt to obtain any materials or information through any means not intentionally made available through this IPO Website, including harvesting or otherwise collecting information about others such as email addresses.
You are solely responsible and liable for postings delivered to the IPO Website using your Account. Any violation of these provisions can subject your IPO account to immediate termination and, possibly, further legal action.
IPO does not endorse, does not control and is not responsible for any opinions, reviews, concepts or other material, or files delivered to any IPO Website by you or other users. IPO is not obligated to and does not regularly review, monitor, delete, or edit postings. However, IPO may do so at any time in its sole discretion, for any reason or no reason, and may delete any posting with or without notice. IPO is not responsible or liable for damages of any kind arising from any postings even when IPO has been advised of the possibility of such damages, or from IPO's deletion of any posting. Nonetheless, IPO may prevent you from submitting User Content and to restrict, delete or remove such User Content for any reason at any time. IPO may terminate your Account or restrict, suspend, or terminate your access to any part of the IPO Internet Services if IPO determines, in its sole discretion, that you have violated this Agreement or pose a threat to IPO and/or the users of the IPO Internet Services.
The information and opinions expressed in postings on this IPO Website are not necessarily those of IPO or its affiliated or related entities, content providers, advertisers, sponsors, and IPO makes no representations or warranties regarding that information or those opinions. IPO does not represent or guarantee the truthfulness, accuracy, or reliability of any postings or determine whether the postings violate the rights of others. You acknowledge that any reliance on material posted by other users will be at your own risk.
Unless otherwise provided, all postings to the IPO Website automatically and immediately become the property of IPO without any obligation of confidentiality. IPO shall be entitled to use the material for any type of use forever including in any media whether now known or later devised. If any court determines that IPO does not retain ownership of any User Content, then you hereby expressly grant to IPO a royalty-free, perpetual, irrevocable right to use, reproduce, adapt, modify, publish, edit, translate, perform, transmit, sell, sublicense or otherwise distribute and display the User Content for any reason, including for promotional and advertising purposes, alone or as a part of other works in any form, medium or technology now known or later developed, and you waive all moral rights in all such postings.
You are solely responsible for the content that you post on or through any of the Services, and any material or information that you transmit to other users and for your interactions with other users. You will not permit any other user of this IPO Website to access, view, store or reproduce the material for that other user's personal use and not to restrict or inhibit the use of this IPO Website by any other person.
You release IPO, its parents and affiliates together with their respective employees, agents, officers, directors and shareholders, from any and all liability and obligations whatsoever in connection with or arising from your use of the Service. If at any time you are not happy with the Service or object to any material within the IPO site or App, your sole remedy is to cease using them.
If unsolicited submissions are sent to IPO through the IPO Website, App or through any of the Services, these submissions become the property of IPO and may be used, copied, sublicensed, adapted, transmitted, distributed, publicly performed, published, displayed or deleted as IPO sees fit. You agree that you are not entitled to any compensation, credit or notice whatsoever and that by sending an unsolicited submission you waive the right to make any claim against IPO, its parents or affiliates relating to unsolicited submissions, including, without limitation, unfair competition, breach of implied contract or breach of confidentiality.
The IPO Website and App may contain links to websites operated by third parties. IPO does not monitor or control these sites and makes no representations regarding, and is not liable or responsible for the accuracy, completeness, timeliness, reliability or availability of, any of the content uploaded, displayed, or distributed, or products, or services available at these sites. If you choose to access any third-party site, you do so at your own risk. The presence of a link to a third-party site does not constitute or imply IPO's endorsement, sponsorship, or recommendation of the third party or of the content, products, or services contained on, or available through, that site.
Any software that is made available to view and/or download in connection with the Service (the "Software") is owned or controlled by IPO and/or licensors, affiliates and suppliers and is protected by copyright laws and international treaty provisions. Your use of the Software is governed by the terms of the end user license agreement, if any, which accompanies or is included with the Software. IPO is not responsible or liable in connection with any Software owned or controlled by third parties, and makes no representation or warranty that the Software is free of defects, bugs, malicious code, adware, spyware, viruses or other harmful conditions.
With respect to the Software, you may not modify, enhance, or otherwise alter in any way any portion of the Software or its underlying technology. Also, you may not embed the Software on any website or other location that contains content that is unlawful, pornographic, obscene, defamatory, libelous, threatening, harassing, vulgar, indecent, profane, hateful, racially or ethnically offensive, or encourages criminal conduct, gives rise to civil liability, violates any law, rule or regulation, infringes any right of any third party including intellectual property rights or rights of privacy, or is otherwise inappropriate or offensive.
Third-Party Products and Services
The IPO Website and/or App may enable you to order and receive products, information and services from businesses that are not owned or operated by IPO. The purchase, payment, warranty, guarantee, delivery, maintenance, and all other matters concerning the merchandise, services or information, opinion or advice ordered or received from such businesses are solely between you and such businesses. IPO does not endorse, warrant, or guarantee such products, information, or services, and is not liable for the accuracy, completeness, or usefulness of such information or the quality of availability of such products or services. IPO is not a party to or in any way responsible for monitoring any transaction between you and third-party providers of such products, services, or information, or for ensuring the confidentiality of your credit card information. Any separate charges or obligations you incur in your dealings with these third parties are your responsibility and are not part of the fee, if any, charged for the Service.
Termination by IPO
Termination of your Account removes your authorization to use the Service. In the event of termination, you will still be bound by your obligations under this Agreement and any additional terms that may be in effect, including the warranties made by you, and by the disclaimers and limitations of liability. Additionally, IPO shall not be liable to you or any third-party for any termination of your access to the Service.
Limitations on Liability
In no event shall IPO, its subsidiaries, affiliates, distributors, suppliers, licensors, directors, officers, employees, agents or others involved in creating, sponsoring, promoting, or otherwise making available the IPO Website, App or Service and its contents, be liable to any person or entity whatsoever for any direct, indirect, incidental, special, compensatory, consequential, or punitive damages or any damages whatsoever, including but not limited to: (i) loss of goodwill, profits, business interruption, data or other intangible losses; (ii) your inability to use, unauthorized use of, performance or non-performance of the IPO Website or App; (iii) unauthorized access to or tampering with your personal information or transmissions; (iv) the provision or failure to provide any service; (v) errors or inaccuracies contained on the IPO Website or App or any information, software, products, services, and related graphics obtained through the IPO Website or App; (vi) any transactions entered into through the IPO Website or App; (vii) any property damage including damage to your computer or computer system caused by viruses or other harmful components, during or on account of access to or use of the IPO Website, App or any site to which it provides hyperlinks; or (viii) damages otherwise arising out of the use of the IPO Website, App and/or Services. The limitations of liability shall apply regardless of the form of action, whether based on contract, tort, negligence, strict liability or otherwise, even if IPO has been advised of the possibility of damages.
You will indemnify, defend, and hold harmless IPO, its subsidiaries, agents, distributors and affiliates, and their officers, directors and employees from and against any and all claims, actions, demands, liabilities, costs and expenses, including, without limitation, reasonable attorneys' fees, resulting from your breach of any provision of this Agreement or any warranty you provide herein, or otherwise arising in any way out of your use of the IPO Website, App or Service and any related service, feature and/or software and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above and/or if any content that you post on the IPO Website or App or through the Services causes IPO to be liable to another. IPO may take exclusive control and defense of any such claim otherwise subject to indemnification by you, in which event you will cooperate fully with IPO in asserting any available defenses.
International Use/U.S. Export Controls
Accessing materials on the IPO Website or App by certain persons in certain countries may not be lawful, and IPO makes no representation that materials on the IPO Website or App or the Service Content are appropriate or available for use in locations outside the United States. If you choose to access the IPO Website, App or Service from outside the United States, you do so at your own risk and initiative, and are responsible for compliance with any applicable local laws.
When you visit the IPO Website or App, you may provide us with two types of information: personal information you knowingly choose to disclose, and information that we automatically collect as you browse the IPO Website or engage with the App.
Information You Voluntarily Submit. We collect and store any information you enter on an IPO Website and/or App or provide to us in offline contacts we have with you. Information is collected from visitors to an IPO Website or App in the following areas:
- REGISTRATION - If you register for the Service, we will ask you to provide personal information such as your name, address, email and telephone number as well as billing information (including credit card information) in order to establish your Account. You may, however, visit an IPO Website or App without registering but will have limited access to the Site or App, as applicable.
- E-MAIL - On several screens of the IPO Website and App, you also have an opportunity to communicate with us by e-mail. You may also choose to provide your e-mail address to receive communications from us or third parties.
Information Collected and Stored Automatically.
When you browse the IPO Website or App, you and your Web browser may also transmit information that we automatically collect. We do log your IP address (the Internet address of your computer), the Web pages you visit and the time of your visit and other click-stream data. This information may be combined with other personal information you have provided. The only other type of information automatically provided to us is the type of computer, operating system and browser you are using. This information is provided by your browser, which we use to improve the performance of the IPO Website and App.
We may also place small data files, called "cookies", in the browser file of your computer's hard drive. These cookies automatically identify your browser to our server whenever you interact with the IPO Website. We use the cookies to record IPO Website statistics. Most browsers automatically accept the cookies, but you usually can change your browser setting to prevent the acceptance of cookies. The IPO Website pages may not function properly if you choose not to accept cookies.HOW WE USE YOUR PERSONAL INFORMATION
We use your personal information to open your Account communicate with you if and when necessary in connection with your use of the Service, to respond to your questions or to send you material and information you request. We may use your information to:
- Personalize your site experience and to allow us to deliver the type of content and product information in which you are most interested.
- Consider your suggestions
- Possibly respond directly to you for clarification
- Process your request for materials if you make one
- Try to and/or answer your questions if you ask them
- Register you for an event, if you request it
We may also use your IPO Website information in order to help diagnose problems with the IPO Website. We may use all information we collect to analyze statistical use patterns and demographic data (basically, where our visitors come from and what demographic characteristics they have) and to improve our IPO Website to better serve our customers. We use your IP address to help diagnose problems with our servers and to administer our IPO Website. Your IP address is used to help identify you and to gather broad demographic information. We may also prepare and keep statistical records and other data about you and other users of our site, but we do that in a way that does not identify you or any other user personally. We may hire third parties to help us collect and analyze such data and we may share such statistical data with third parties. Again, such statistical data will not specifically identify you or any other user. We use this information to help us make our IPO Website more useful to visitors - to learn about the number of visitors to our IPO Website, what part of the IPO Website they are interested in, how long they use the IPO Website and the types of technology our visitors use.DISCLOSING YOUR PERSONAL INFORMATION TO OTHERS
Except in the limited circumstances stated in this paragraph, we do not sell, rent, license, trade or otherwise disclose the personal information of IPO Website or App visitors to unaffiliated third parties. We may disclose your information to service providers who assist us in operating the IPO Website or App or conducting our business. We may also share such information among our subsidiaries and affiliates as necessary to provide you with the information and services you request or in which you may otherwise be interested. We may disclose information about you if and when we believe it is necessary to comply with any law, rule, court order, subpoena or warrant, or to enforce our legal rights or the rules of the IPO Website or App, or to protect our business, property and operations, or in connection with a sale, acquisition, merger or other business combination of our business with a third party. We may also disclose non-personally identifiable visitor information to other parties for marketing, advertising or other uses.
Some areas of the IPO Website or App may allow you to conduct e-commerce transactions. In connection with these transactions, we collect data necessary to complete the transaction that is furnished by you. This information may be furnished to a third party in order to facilitate the transaction.LINKS TO OTHER SITES
Our IPO Website and App provides users the opportunity to opt-out of receiving communications from us at the point where we request information about the visitor. You have the following options for reviewing or removing your information from our database to no longer receive communication from us. If you request your account information be deleted from our database, we may maintain information about individual sales transactions for recordkeeping and servicing.
- You can send e-mail to email@example.com; or
can send mail to the following postal address:
PO Box 492
Thiells, NY 10984
California Civil Code Section 1798.83 permits users of the IPO Website who are California residents to request certain information regarding its disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please send an e-mail to firstname.lastname@example.org or write us:
PO Box 492
Thiells, NY 10984
If any provision of this Agreement, or the application thereof to any person or circumstances, is held invalid or unenforceable, for any reason, including, but not limited to, the warranty disclaimers and liability limitations, then such provision shall be deemed superseded by a valid, enforceable provision that matches, as closely as possible, the original provision, and the other provisions of this Agreement shall remain in full force and effect. The failure of either party to insist upon strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. Unless expressly provided otherwise, this Agreement is the entire agreement between you and IPO with respect to the use of the IPO Website, App or Service and shall not be modified except in writing, signed by an authorized representative of IPO.
If you have any questions concerning this Agreement, you may send them by email to email@example.com.
You must send any official correspondence via postal mail to:
PO Box 492
Thiells, NY 10984
The IPO Website and App is governed by and operated in accordance with the laws of the United States of America and is intended for enjoyment of residents of the United States. IPO makes no representation that the IPO Website or App is governed by or operated in accordance with the laws of other nations. By using the IPO Website and App and submitting any personal information, visitors from outside of the United States acknowledge that the IPO Website and App is subject to U.S. law, consent to the transfer of their data and information to the United States, and waive any claims that may arise under the law of their own nation.
COPYRIGHT & TRADEMARK NOTICE
Use of Intellectual Property
The IPO Website, the App, the Service, and all of its contents, including but not limited to reports, charts, articles, other text, photographs, images, illustrations, graphics, video material, audio material, software, IPO logos, titles, characters, names, graphics and button icons (collectively "IPO Intellectual Property"), are protected by copyright, trademark and other laws of the United States, as well as international conventions and the laws of other countries. The IPO Intellectual Property is owned or controlled by IPO or by third parties that have provided material to the IPO Website or App.
You may not, and agree that you will not, reproduce, download, license, publish, enter into a database, display, modify, create derivative works from, transmit, post, distribute or perform publicly by any means, method, or process now known or later developed, decompile, reverse engineer, disassemble, use on another computer-related environment, transfer or sell any IPO Intellectual Property, information, software or products obtained from or through this IPO Website, in whole or in part, without the express written permission of IPO.
Other trademarks, service marks, product names and company names or logos appearing on the IPO Website or App that are not owned by IPO may not be used without express permission from their owners.
Additionally, unless otherwise expressly permitted, websites may not hyperlink to any page beyond the homepage of the IPO Website or App, or frame any page of the IPO Website, or App or any web page or material herein, nor may any entity include a hyperlink to any aspect of the IPO Website or App in an email for commercial purposes, without the express written permission of IPO.
You may inquire about obtaining permission by writing:
IPO Prospector, LLC - Legal
PO Box 492
Thiells, NY 10984
In addition, you may send an email to firstname.lastname@example.org.
IPO respects the intellectual property rights of third parties, and complies with the terms of the Digital Millennium Copyright Act ("DMCA") regarding such rights.
If you believe that your intellectual property has been copied in a way that constitutes copyright infringement, send written notification thereof, in accordance with the provisions of the Digital Millennium Copyright Act, to our Designated Agent, who can be reached as follows:
IPO Prospector, LLC - Legal
PO Box 492
Thiells, NY 10984
In addition, you may send written notification by email to email@example.com.
Pursuant to 17 U.S.C. 512(c), to be effective, such written notification must include the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit IPO to locate the material.
- Information reasonably sufficient to permit IPO to contact the complaining party, such as an address, telephone number, and, if available, an email address.
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
This process only relates to reporting a claim of copyright infringement. Messages related to other matters will not receive a response through this process.Notices By registering for the Service and accepting the terms and conditions of this Agreement, you consent to receive notices and information (including legally-required notices and information which you may otherwise have the right to receive in paper form, except as otherwise specified in this Agreement and our E-Communications Disclosure) via email to the primary email address we have in our records for you. All notices and information sent to you via email will be deemed to be in writing and received by you when sent to you. You can manage your preferences for receiving messages from us by logging into your Account via your Account Profile on the Site or App. Telephone Monitoring/Recording
From time to time, we may monitor and/or record telephone calls between you and us to ensure the quality of our customer service or as required by applicable law.Non-Assignability
You may not assign or transfer this Agreement or any of your rights, obligations, duties, responsibilities, or liabilities under this Agreement without our prior written consent, and any attempt to the contrary without our prior written consent shall be null and void. This Agreement shall be binding on you and your respective executors, administrators, and permitted assigns. We may assign all or portions of our rights and obligations under this Agreement without your approval to any entity which acquires all or substantially all of our assets or to any affiliate or successor.
You may cancel your Account and subscription to the Service at any time by clicking on the "cancel" button on the Site. In the event the button is not operational for any reason, you may contact us using the contact information provided on the Site. IPO will not refund any portion of the Monthly Subscription Fee(s) paid if you cancel your Account while in the then-current Service month. In order to avoid the recurring billing for the Service, you should cancel your Account no less than five (5) business days' prior to the end of your then-current Service month. Your Service and Account will conclude on the last day of that month if you have complied with the cancellation process herein. We may terminate your access to the Service or any portion thereof at any time, without notice. Within ninety (90) days following such termination, we will return the unused portion of your Monthly Subscription Fee on a weekly pro-rated basis.
Arbitration and Agreement to Arbitrate Disputes
This Section on Arbitration sets forth the circumstances and procedures under which Claims (defined below) that arise between you and us will be resolved through binding arbitration. This means that neither you nor we will have the right to litigate that Claim in court or have a jury trial on that Claim. Other rights that you would have in court also may not be available or may be limited in arbitration, including your right to appeal and your ability to participate in a class action. Nothing in this provision precludes you from filing and pursuing your individual Claim in a small claims court in your state or municipality, so long as that Claim is pending only in that court.a. Definitions.
As used in this Section on Arbitration, the term "Claim" shall mean and include any claim, Dispute or controversy of every kind and nature, whether based in law or equity, between you and us arising from or relating to this Agreement, as well as any related or prior agreement that you may have had with us or the relationships resulting from any of the above agreements ("Agreements"), including the validity, enforceability or scope of this Section or the Agreements. "Claim" also includes claims by or against any third party using or providing any product, service or benefit in connection with the Website, App or Service (including, but not limited to, third parties who use, provide or participate in programs, products or services accessed through the Service or the Site or App and all of their agents, employees, directors and representatives) if and only if, such third party is named as a co-party with you or us (or files a Claim with or against you or us) in connection with a Claim asserted by you or us against the other. As used in this Section "you" and "us" also includes any corporate parent, or wholly or majority owned subsidiaries, affiliates, any licensees, predecessors, successors, assigns, any purchaser of any Accounts, all agents, employees, directors and representatives of any of the foregoing, and any third party using or providing any product, service or benefit in connection with an Account, the Site, the App and/or the Service or Service Content.b. Initiation of Arbitration Proceeding/Selection of Administrator.
Any Claim shall be resolved, upon the election by you or us, by arbitration pursuant to this Section and the code of procedures of the national arbitration organization to which the Claim is referred in effect at the time the Claim is filed (the "Code"), except to the extent the Code conflicts with this Agreement. Claims shall be referred to either JAMS ("JAMS") or the American Arbitration Association ("AAA"), as selected by the party electing to use arbitration. If a selection by us of either of these organizations is unacceptable to you, you shall have the right within thirty (30) days after you receive notice of our election to select the other organization listed to serve as arbitration administrator. For a copy of the procedures, to file a Claim or for other information about these organizations, contact JAMS at 1920 Main Street, Suite 300, Irvine, CA 92614; www.jamsadr.com, and/or AAA at 335 Madison Avenue, New York, NY 10017, www.adr.org. In addition to the arbitration organizations listed above, Claims may be referred to any other arbitration organization that is mutually agreed upon in writing by you and us, or to an arbitration organization or arbitrator(s) appointed pursuant to section 5 of the Federal Arbitration Act, 9 U.S.C. sections 1-16, provided that any such arbitration organization and arbitrator(s) will enforce the terms of the Restrictions on Arbitration provision set forth below.c. Class Action Waiver and Other Restrictions.
Arbitration shall proceed solely on an individual basis without the right for any Claims to be arbitrated on a class action basis or on bases involving claims brought in a purported representative capacity on behalf of others. The arbitrator's authority to resolve and make written awards is limited to Claims between you and us alone. Claims may not be joined or consolidated unless agreed to in writing by all parties. No arbitration award or decision will have any preclusive effect as to issues or claims in any Dispute with anyone who is not a named party to the arbitration. Notwithstanding any other provision in this Agreement (including the "Continuation" provision below), and without waiving either party's right of appeal, if any portion of this "Class Action Waiver and Other Restrictions" provision is deemed invalid or unenforceable, then the entire Arbitration Section (other than this sentence) shall not apply.d. Arbitration Procedures
This Section is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act, 9 U.S.C. Sections 1-16, as it may be amended ("FAA"), and the applicable Code. The arbitrator shall apply applicable substantive law consistent with the FAA and applicable statutes of limitations and shall honor claims of privilege recognized at law. Federal or state rules of civil procedure or evidence shall not apply. Written requests to expand the scope of discovery rest within the arbitrator's sole discretion and shall be determined pursuant to the applicable Code. The arbitrator shall take reasonable steps to preserve the privacy of individuals, and of business matters. Judgment upon the written arbitral award may be entered in any court having jurisdiction. Subject to the right of appeal under the FAA, the arbitrator's written decision will be final and binding unless you or we take an appeal from the award by making a dated, written request to the arbitration organization within thirty (30) days from the date of entry of the written arbitral award. A three-arbitrator panel administered by the same arbitration organization shall consider anew any aspect of the award objected to by the appellant, conduct an arbitration pursuant to its Code and issue its decision within one hundred and twenty (120) days of the date of the appellant's written notice. The panel's majority vote decision shall be final and binding.e. Location of Arbitration/Payment of Fees.
The arbitration shall take place in the federal judicial district of New York. Irrespective of who prevails in arbitration, you will only be responsible for paying your share, if any, of the arbitration fees required by the applicable Code, which amount shall not exceed the filing fees you would have incurred if the Claim had been brought in the appropriate state or federal court closest to your residence. We will pay the remainder of any arbitration fees. At your written request, we will consider in good faith making a temporary advance of all or part of your share of the arbitration fees. Waivers also may be available from the JAMS or AAA.f. Continuation
This Section shall survive termination of this Agreement, your Account, Sub-Account or the relationship between you and us concerning your Account or Sub-Account, any permitted transfer, sale, or assignment of your Account or Sub-Account, or any amounts owed on your Account or Sub-Account, to any other person or entity as well as voluntary payment in full of any shortages, any debt collection proceeding by or between you and us, and any bankruptcy by you or us. If any portion of this provision, except the "Class Action Waiver and Other Restrictions" provision above, is deemed invalid or unenforceable for any reason, it shall not invalidate the remaining portions of this Arbitration Provision, this Agreement or any predecessor agreement you may have had with us, each of which shall be enforceable regardless of such invalidity.