User Agreement
Please carefully read and understand this Terms of Use Agreement (the “Agreement”) before you use the HFINetwork.com website (the “Site”). This Agreement sets out the legally binding terms between Hedge Fund Investor Network LLC and all users of the Site. If you choose to use the Site and our services, you agree to all of the terms and conditions of this Agreement.
1. Site description
The Site, owned and operated by Hedge Fund Investor Network LLC ("HFIN", “we” or “us”), provides (i) an interactive community for hedge fund investors to connect and communicate, (ii) a platform for hedge fund investors to discuss, debate, vet, read, access, share, post, upload, analyze, research and obtain views, perspectives, knowledge, research and other information about hedge funds and the hedge fund industry and (iii) other related functions, features and services (collectively, the “Service”). The Site and the Services are only intended for and available to hedge fund investors who become members ("Members").
2. Access to the Site
This Site and the Services are intended exclusively and only for individuals or entities that i) are “accredited investors” as defined under Regulation D promulgated under the Securities Act of 1933, as amended; ii) are currently in the business of making or advising on hedge fund investments or have investments in hedge funds; and iii) have no outside interest in or use for any of the content in the Site, except as it exclusively relates to their sole capacity as an investor or advisor in hedge funds (“Hedge Fund Investor”). Individuals seeking access to the Site must complete the Site’s application form, provide certain personal information and certify that they are a Hedge Fund Investor.
Any party that is not a Hedge Fund Investor or an approved Member is prohibited from entering or otherwise accessing the Site or viewing Member-only "private" information. Without limiting anything contained in this Agreement, any violation of the foregoing provision is considered extremely damaging to HFIN and its online Member community, making said party liable for any damages sustained by HFIN in any matter to the fullest extent of the law in any applicable jurisdiction.
HFIN will use commercially reasonable efforts to restrict access only to Hedge Fund Investors, but cannot represent or guarantee that it will be 100% successful. Members hereby waive any actions it may have against HFIN and agree to indemnify and hold harmless HFIN from any and all damages resulting from any wrongful access to the Site by a non-Hedge Fund Investor that it authorizes. Should HFIN learn about any illegal or wrongful access, HFIN will take reasonably prompt corrective action.
3. Modifications
We reserve the right to change, add or remove portions of this Agreement at any time and without prior notice. We encourage you to check this Agreement frequently for changes.
We also reserve the right to change, suspend or discontinue any aspect of the Service at anytime and without prior notice, including the availability of any Service feature, database or content. HFIN may also impose limits, fees or other conditions on certain features and services or restrict your access to parts or all of the Service without notice or liability. Unless explicitly stated otherwise, any new features that modifies, augments or enhances the current Service, including the release of new HFIN products, services or other properties, shall be subject to this Agreement.
DO NOT USE OR CONTINUE TO USE THE SERVICE IF ANY OF THE RULES CONTAINED HEREIN ARE UNACCEPTABLE TO YOU. IF A FUTURE CHANGE TO THE RULES IS UNACCEPTABLE TO YOU, YOU SHALL IMMEDIATELY CEASE USE OF THE SITE. YOUR CONTINUED USE OF THE SERVICE NOW, OR FOLLOWING THE POSTING OF NOTICE OF ANY CHANGES IN THIS AGREEMENT, WILL INDICATE ACCEPTANCE BY YOU OF SUCH RULES, CHANGES OR MODIFICATIONS AND YOUR AGREEMENT TO BE BOUND BY THE SAME.
4. Your membership
a) Upon completing the Site’s membership application process and approval by HFIN as a Member, HFIN grants to Members a personal, non-transferable and non-assignable license to use the Service and Site. Members may not sublicense, transfer, sell or assign this license.
b) You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. Members agree not to share their username and password with anyone. You agree to (i) immediately notify HFIN of any unauthorized use of your password or account or any other breach of security of which you become aware, and (ii) ensure that you exit from your account at the end of each session. HFIN cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 4.
c) You agree to provide true, accurate, current and complete information about yourself as prompted by the Site's application form (such information being the "Application Information"). If you do not, or if HFIN has reasonable grounds to suspect that you have not, HFIN has the right to suspend or terminate your account and refuse any and all current or future use of the Site by you. Application Information and certain other information about you are subject to our Privacy Policy.
d) HFIN reserves the right to accept, deny, revoke or terminate any membership application or membership at any time for any reason and with any conditions in its sole discretion without liability.
e) HFIN has the right in its sole discretion to restrict, suspend or terminate your access to all or any part of the Site and/or the Service at any time, for any or no reason, with or without prior notice and without liability.
5. Privacy policy
We take your privacy seriously, so please review our Privacy Policy to understand our practices. This policy also governs your use of the Service.
6. Content that you upload
Please choose carefully what you post, upload, link to, publish or display on the Site ("Member Content"). You understand that you, and not HFIN, are solely responsible for the content, comments, posts, blogs and any other information you post or upload on the Site. You agree not to post content that undermines the exchange of accurate information or the purposes of the Site.
You agree that you will not post material anywhere on the Site that:
a) is patently offensive, unlawful, obscene, vulgar, indecent or promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
b) harasses or advocates harassment of another person or is invasive of privacy;
c) promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
d) is manipulative, disingenuous, deceitful, untruthful or defamatory against any person, Member, hedge fund or other third party;
e) you know or should reasonably know is false, deceptive, unfair or misleading, including, but not limited to, the use of a false email address, the impersonation of any person or entity or misleading as to the origin of any Member Content;
f) exploits people under the age of 18 or solicits personal information from anyone under 18;
g) infringes on intellectual property rights or consists of an illegal or unauthorized copy of a copyrighted work or material in which you do not personally own the copyright or otherwise have the necessary authority from the copyright owner(s);
h) is non-public or otherwise restricted, confidential or proprietary information without authorization;
i) may be deemed a violation of securities laws or violates any local, state, national or international law, regulation or order of any court, including but not limited to regulations of the U.S. Securities and Exchange Commission or any rules of any securities exchange;
j) solicits any investment or securities transaction;
k) involves the transmission of junk mail, chain letters, or unsolicited mass mailing or spamming;
l) contains software viruses, political campaigning, advertising or any commercial solicitation of any contests, sweepstakes, barter, pyramid schemes, product, fund information or any service (specifically including any self-promotional activities) to any Member;
m) contains or links to computer programs or provides information that to circumvent manufacturer-installed copy-protect devices, or infringing materials;
n) contains restricted or password-only access pages or hidden pages or images (those not linked to or from another accessible page);
o) expresses or implies that any statements you make are endorsed by us, without our prior written consent; or
p) solicits passwords or personal identifying information for commercial or unlawful purposes from other Members.
HFIN reserves the right to investigate and take appropriate action in its sole discretion and without liability against anyone who violates the foregoing provisions, including without limitation, removing or editing the offending Member Content from the Site or Service and terminating the membership of such violators. HFIN does not regularly review Member Content, but has the right but not the obligation to remove or edit any Member Content. HFIN takes no responsibility and assumes no liability for any Member Content.
By submitting any Member Content to HFIN, you grant to HFIN a perpetual, transferable, non-terminable, royalty-free license to use, copy, reproduce, display, distribute, sublicense and create derivative works based on the Member Content and agree that HFIN shall have the right to disseminate or sell the Member Content for any purpose or otherwise use the Member Content in any manner it chooses, including without limitation, in connection with the promotion, marketing, distribution or sale of the Site or Services.
7. Removal of Member Content
HFIN has the right in its sole discretion to remove, move, reject, edit, refuse to post or delete any information or Member Content from the Site. HFIN has no duty or obligation to inform Members when information or Member Content is removed from the Site or to explain why information or Member Content has been removed.
8. Site Rules
The Site is intended to serve as a source of reliable, high quality information and a discussion center for thoughtful users. The Site Rules govern your use of the Site and Service, so please read them carefully as you must pledge to abide by them in your application. The Site Rules are designed to ensure that dialogues and all content and information on the Site be credible, responsible, intelligent and informative. While we cannot guarantee that all Members will abide by the standards therein, these guidelines should help raise credibility and accountability, promote integrity and accuracy and foster a spirit of open and honest information exchange.
9. User conduct
You agree to abide by the terms of this Agreement and comply with all applicable laws, rules and regulations in connection with your use of the Site and Service and the content made available herein.
You agree to not use the Service to:
a) interfere with, manipulate, or take any actions that may undermine the integrity of any rating system used on the Service;
b) restrict or inhibit any visitor from using the Site, including, without limitation, by means of hacking or defacing any portion of the Site;
c) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
d) collect or store personal data about other Members without their express consent;
e) frame or mirror any part of the Site without prior written authorization
f) use any spider, robot, site search/retrieval application, or other manual or automatic device or process to retrieve, download, index, data mine or in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents;
g) modify, translate, adapt, sell, reverse engineer, disassemble or decompile any portion of the Site.
You are solely responsible for your interactions with other Members of the Site. HFIN reserves the right, but has no obligation, to monitor disputes between you and other Users. Without limiting other remedies, you understand that HFIN may, under certain circumstances and without prior notice to you, immediately warn Members of your actions, issue a warning, temporarily suspend, indefinitely suspend or terminate your membership and refuse to provide the Service to you if: (i) you breach this Agreement or any other agreement between you and HFIN in any way; (ii) HFIN is unable to verify or authenticate any information you provide to us; (iii) we believe that your actions may cause financial loss or legal liability for you, us or our Members; (iv) we are requested to take such action by law enforcement or other government or regulatory agencies.
You acknowledge that all content available through the Site and the Service, including, without limitation, content in the form of text, data or graphics and Member Content, is protected by copyrights, trademarks, patents, or other proprietary rights and laws. Except as expressly authorized by HFIN, you agree not to copy, reprint, modify, rent, lease, loan, sell, assign, distribute, license, reverse engineer, or create derivative works based on the Site or any content available through the Site, including any Member Content.
10. Non-commercial use
Without the express written consent of HFIN, the Site, Service or any portion of thereof may not be reproduced, copied, duplicated, sold, resold, visited, or otherwise exploited for any commercial purpose or any other purpose other than for the personal use of Members only. Without the express written consent of HFIN, you agree not to download or modify the Site or any portion of it. Illegal or unauthorized use of the Site or Service, including collecting usernames, email addresses or Member Content of other Members by electronic or other means for the purpose of sending unsolicited email, unauthorized framing of or linking to the Site or other illegal or unauthorized purposes will be investigated and referred to the appropriate authorities. Commercial advertisements, affiliate links, and other forms of solicitation may be removed from posts or accounts without notice and may result in termination of membership privileges. HFIN will take appropriate legal action for any illegal or unauthorized use of the Site or the Service. You may not frame or utilize framing techniques with respect to any trademark, logo, or other proprietary information of HFIN or our affiliates or other Members without first obtaining the appropriate express written consent. You may not use any meta tags or any other hidden text utilizing HFIN's name or trademarks without the express written consent of HFIN. Any unauthorized use terminates the permission or license granted by HFIN.
11. Intellectual property
HFIN is the owner of all intellectual property rights, including all copyrights, patents, trademarks associated with the Site and the Service, including all associated software, logos, text, and graphics. You may access and use the Member Content solely for your personal, non-commercial use, but acknowledge that you do not acquire any ownership rights by using the Site and that you may not republish, upload, post, transmit or distribute any Member Content or other content or information in the Site without the prior written consent of HFIN. Modification of the Member Content or other content or information in the Site or use for any purpose other than your own personal, non-commercial use constitutes copyright infringement and/or violates other proprietary rights and can subject you to legal liability.
12. Use and storage
HFIN reserves the right to establish or change general practices and limits concerning use of the Service in its sole discretion, with or without notice, and has no responsibility or liability for the blocking, deletion or failure to store any Member Content maintained or transmitted by the Service.
13. Links and third-party content
The Site may contain links to other Internet web sites or resources. HFIN is not responsible for and does not endorse any Member Content, third-party content, syndicated content, applications, services, advertisements, and/or links that may be contained in the Site or the Service. The Site may contain links to third party websites that are not owned or controlled by HFIN. HFIN has no control over, has not reviewed or approved, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, HFIN will not and cannot censor or edit the content of any third-party site. By using the Site, you expressly relieve HFIN from any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave the HFIN Site and to read the terms and conditions and privacy policy of each other website that you visit. Any correspondence, business dealings with, syndication, linking or participation in promotions of third parties found on or through the Site, including payment or delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third parties. HFIN has no control over third-party websites or resources, and as such, you acknowledge and agree that HFIN is not responsible for their availability, reliability, legality, accuracy, appropriateness or functionality, and does not endorse and is not responsible or liable for any third-party content, applications, services, advertising, products, or other materials on or available from such websites or resources. HFIN shall not be responsible or liable for any loss or damage of any sort incurred as the result of any dealings between you and any third parties, or as the result of the presence of such third-party content or Member Content on the Site or as a result of the failure of such third-party services, applications, or content to function as intended.
14. International
You agree to not use the Site or export any portion of the Site, including the Member Content in violation of U.S. export regulations. You are responsible for adhering to all relevant local and national laws wherever you are.
15. Other representations and warranties
a) You represent and warrant that you have the full authority to act on your behalf and on behalf of any and all prior owners of any right, title and interest in and to any Member Content you post, submit, transfer or link to.
b) You represent and warrant that you are solely responsible for all of your interactions with other Members and for the Member Content that is uploaded, published or displayed through your account. You shall be solely responsible for your Member Content and the consequences of posting or publishing it. In connection with Member Content, you affirm, represent, and/or warrant that: (i) no Member Content or any use thereof by HFIN shall defame any third party or infringe upon or violate any other rights of any third party, including without limitation, any patent, trademark, copyright, trade secret right, contractual right, right of publicity or right of privacy; (ii) you own or have the necessary licenses, rights, consents, and permissions to transfer to HFIN all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all Member Content in the manner contemplated by these Terms of Use; and (iii) you have the written consent, release, and/or permission of each and every identifiable individual person in the Member Content to use the name or any likeness of each and every such identifiable individual person to enable inclusion and use of the Member Content in the manner contemplated by the Site and these Terms of Use.
c) You represent and warrant that you shall not act in any manner, or post or upload any Member Content, that conflicts or interferes with any existing commitment or obligation of yours, and that no agreement previously entered into by you will interfere with your performance of your obligations under this Agreement.
d) You represent and warrant that you shall comply with any applicable laws, rules and regulations of any governmental authority.
e) You represent and warrant that you will not use the Service to upload, post, link to, email, transmit, or otherwise make available any material 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 any telecommunications equipment.
f) You represent and warrant that you will keep all information and Member Content found on the Site, whether posted by you, by any other Member of the Site or by HFIN, in the Site. You represent and warrant that you understand the private and proprietary nature of the information in the Site and agree to safeguard it and keep it confidential. Its text, statistical graphs, data, photos, graphics, audio and/or video material or any portion thereof may not be stored in a computer, published, rewritten for broadcast or publication or redistributed in any medium.
g) You represent and warrant that you are a Hedge Fund Investor, have no outside interest in or use for the content in the Site except in your sole capacity as a Hedge Fund Investor and are an “accredited investor” under Regulation D promulgated under the Securities Act of 1933, as amended. You agree to immediately contact HFIN if there is any change in your status as an accredited investor.
h) You represent and warrant that by accessing the password-protected area of this Site, you will not invest in any posted hedge fund or alternative investment (other than funds or alternative investments in which you or your affiliates are already invested, have already been solicited for or are already actively considering an investment in) for thirty (30) days after the approval of your application.
i) You represent and warrant that you are at least 18 years old, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement and have obtained all necessary third-party consents, licenses and permissions necessary to enter into and fully perform your obligations herein. The Site and Service is not intended for children under 13. If you are under 13 years of age, then please do not use the Site or Service. Your membership or access to the Site and Service may be deleted or blocked without warning if it is found that you are misrepresenting your age. Your membership is solely for your personal use, and you shall not authorize others to use your account.
16. No investment recommendations or professional advice
You understand that all information and Member Content in the Site is for informational purposes only and that no content published on the Site constitutes an investment recommendation. You further understand that none of the Members are advising you personally concerning the nature, potential, value or suitability of any particular hedge fund, security, portfolio of securities, transaction, investment strategy or other matter. To the extent any of the content published on the Site may be deemed to be investment advice or recommendations in connection with a particular hedge fund or security, such information is impersonal and not tailored to the investment needs of any specific person. HFIN is not registered with the U.S. Securities Exchange Commission as an investment adviser, but may in the future so register. HFIN may be registered as an investment adviser under the laws of one or more states.
Members are not to construe any of the information or Member Content in the Site as tax, legal, insurance or investment advice and nothing in the Site should be construed as an offer to sell, a solicitation of an offer to buy, or a recommendation for any hedge fund or other security by HFIN or any other Member. You alone are solely responsible for determining whether any investment, hedge fund, security, strategy or any other product or service, is appropriate or suitable for you or your investment portfolio based on your or your portfolio’s investment objectives, risk tolerance, liquidity needs and other considerations. You should consult an attorney or tax professional regarding your specific legal or tax situation. For any information or Member Content that relates to a hedge fund of personal interest, you should contact such hedge fund directly to independently verify any information obtained from the Site before taking any investment action or making any investment decisions. HFIN will not make any hedge fund introductions or provide any contact information.
You understand that an investment in any hedge fund or security is speculative and involves a high degree of risk. You could lose all or a substantial amount of your investment. Each fund is unique and there are unique risks involved when investing in a particular hedge fund. You should carefully read a fund's offering materials and related information for specific risk and other important information regarding an investment in that fund before investing. This Site, or its content, does not list, and does not purport to list, the risk factors associated with an investment in any of the hedge funds listed on this Site.
17. Securities disclaimer
U.S. federal law prohibits advertising and marketing of privately placed securities, including interests in private, unregistered funds such as hedge funds. Regulators may monitor this Site and similar websites for such activity. Advertising or marketing on this Site is expressly prohibited and HFIN disclaims any liability or obligation for any such activity.
The posting of any private investment fund information on the Site by HFIN or by Members does not constitute an offer to purchase, sell or exchange shares of such funds and no securities transactions and marketing activities shall take place on the Site.
NEITHER HFIN NOR ANY OF ITS SUBSIDIARIES OR AFFILIATES AND EACH OF SUCH PARTIES' OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, EMPLOYEES, AFFILIATES AND SUPPLIERS (COLLECTIVELY, THE “HFIN PARTIES”) RECOMMENDS OR SOLICITS ANY INVESTMENT BY USERS OF THE SITE. THE HFIN PARTIES HAVE NOT INDEPENDENTLY VERIFIED ANY INFORMATION OR MEMBER CONTENT ON THE SITE, DO NOT REPRESENT IT AS ACCURATE, TRUE OR COMPLETE, MAKE NO WARRANTY, EXPRESS OR IMPLIED REGARDING IT AND SHALL NOT BE LIABLE FOR ANY LOSSES, DAMAGES, COSTS OR EXPENSES RELATING TO ITS ADEQUACY, ACCURACY, TRUTH, COMPLETENESS OR USE. MEMBERS SHOULD NOT RELY UPON THIS DATA TO MAKE AN INVESTMENT DECISION.
The Site provides a platform for the communication of information about private investment funds. In operating the Site, HFIN conducts its activities and provides services consistent with those of a web hosting agent or listing agent. HFIN may delegate select aspects of its Site for operation by one or more of its affiliates or other third parties.
From time to time, reference may be made on the Site to prior postings or opinions that have been published. These references may be selective, may reference only a portion of an article or opinion, and may not be current. All content on the Site is presented only as of the date published or indicated, and may be superseded by subsequent market events or for other reasons. As markets change continuously, previously published information and data may not be current and should not be relied upon. In addition, you are responsible for setting the cache settings on your browser to ensure you are receiving the most recent data.
18. General disclaimer
The views expressed on the Site or through the Service are not the views of HFIN. You acknowledge that any reliance on any opinion, advice, statement, or information available on the Site or the Service is at your sole risk and HFIN is not responsible for any direct or indirect loss or damages incurred by you relating to your use of the Site or Service. The Site and the Service contain views, opinions, statements, research and recommendations of third-party individuals and organizations, and HFIN does not represent or endorse the accuracy, correctness, or reliability of any advice, opinion, statement, or other information displayed, uploaded, or distributed through the Site or the Service.
HFIN and the HFIN Parties disclaim any and all warranty, including without limitation, as to the quality, accuracy, completeness, availability and validity of any information or Member Content on the Site or the Service and does not warrant that the functions contained on the Site will be uninterrupted or error-free, or that defects will be corrected.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. HFIN EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. HFIN MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE SERVICE WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM HFIN OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
HFIN SEEKS TO ENSURE THAT ONLY QUALIFIED HEDGE FUND INVESTORS HAVE ACCESS TO THE SITE, BUT MAKES NO WARRANTY THAT NO UNAUTHORIZED OR WRONGFULLY AUTHORIZED ACCESS WILL OCCUR, AND HFIN ASSUMES NO LIABILITY FOR ANY DAMAGES OR INJURIES CAUSED BY ANY SUCH UNAUTHORIZED OR WRONGFULLY AUTHORIZED ACCESS.
19. Limitation of liability
HFIN PARTIES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL OR OTHER DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, CAPITAL, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF HFIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR RELATING IN ANY WAY TO:
a) THE SITE AND/OR ANY CONTENT CONTAINED THEREIN, OR ANY PRODUCT OR SERVICE USED OR PURCHASED THROUGH HFIN;
b) USE OF THE SERVICE OR INABILITY TO GAIN ACCESS TO OR USE THE SERVICE (INCLUDING, BUT NOT LIMITED TO ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION);
c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS, DATA OR MEMBER CONTENT, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE OR UNDER ANY OTHER CAUSE OF ACTION;
d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY OR OTHER MEMBERS ON THE SERVICE (AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH THE MEMBERS); OR
e) BREACH OF ANY WARRANTY OR ANY OTHER MATTER RELATING TO THE SITE OR SERVICE.
MEMBER HEREBY ACKNOWLEDGES THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT AND INFORMATION ON THE SITE AND RELATING TO THE SERVICE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE OR THE SERVICE IS TO STOP USING IT. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, HFIN'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID BY YOU TO HFIN FOR THE SERVICE SUBJECT TO A PRO RATA ADJUSTMENT FOR THE REMAINING TERM OF MEMBERSHIP. NOTWITHSTANDING THE FOREGOING, HFIN AND YOU ACKNOWLEDGE THAT CERTAIN PROVISIONS OF FEDERAL AND STATE SECURITIES LAWS MAY IMPOSE LIABILITIES UNDER CERTAIN CIRCUMSTANCES ON PERSONS WHO ACT IN GOOD FAITH, AND THEREFORE NOTHING CONTAINED HEREIN, OR IN SECTION 20 BELOW, SHALL CONSTITUTE A WAIVER OR LIMITATION OF ANY RIGHTS WHICH YOU MAY HAVE UNDER ANY SECURITIES LAWS.
20. Indemnification
Member agrees that it shall indemnify HFIN Parties against and hold them harmless (and upon HFIN’s request, defend HFIN Parties) from any and all loss, claims, damages, liabilities, costs and expenses, including reasonable attorney's fees and costs, arising out of any claim, action or proceeding brought by a third party based on i) Member’s breach of any warranty, representation, covenant or obligation of or any other violation of this Agreement; ii) any information, software or other content placed on the Site by Member; iii) any allegation that any Member Content provided, uploaded, syndicated, linked to or authorized by or on behalf of you hereunder or HFIN’s or any Member’s use thereof violates or infringes the rights of another party.
You shall reimburse HFIN and its affiliates on demand for any actual payments made in resolution of any liability or claim that is subject to indemnification under this Section 20, provided that HFIN will use commercially reasonable efforts to obtain your written consent prior to making such payments, and such consent shall not be unreasonably withheld, delayed or conditioned. HFIN shall promptly notify you of any such claim, and you shall assume control of the defense of such claim upon HFIN's request. HFIN shall have the right to participate in the defense thereof under your direction.
21. Copyright Infringement
HFIN respects the intellectual property of others, and we ask our Members to do the same. If you believe that your work has been copied or used in a way that constitutes copyright infringement by another person (not including HFIN), or your intellectual property rights have been otherwise violated by another person (not including HFIN), please provide HFIN with the following information ("Notice"): (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; (2) a description of the copyrighted work or other intellectual property that you claim has been infringed; (3) a description of where the material that you claim is infringing is located on the Site; (4) your address, telephone number, and email address; (5) 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; and (6) a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf. Any Notice of claims of copyright or other intellectual property infringement must be sent to HFIN by electronic email at info@hfinone.com or by certified mail, return receipt requested, at: Hedge Fund Investor Network LLC, 1000 N. West Street, Suite 1200, Wilmington, Delaware, 19801.
22. Applicable Law
This Agreement and the relationship between you and HFIN shall be governed by the laws of the State of New York without regard to its conflict of law provisions. You and HFIN agree to submit to the personal and exclusive jurisdiction of the courts of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, in any action or proceeding arising out of or relating to this Agreement, or for recognition or enforcement of any judgment, and each of the parties hereto irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in such New York state court or, to the fullest extent permitted by applicable law, in such federal court. You and HFIN waive any jurisdictional, venue or inconvenient forum objections to such courts.
23. Notice
Except as explicitly stated otherwise, any notices to HFIN shall be sent by electronic mail to ine@hfinone.com or by certified mail, return receipt requested, to Hedge Fund Investor Network, HFINetwork.com, 1000 N. West Street, Suite 1200, Wilmington, Delaware, 19801. Notice shall be deemed given five (5) days after the date of mailing.
24. Miscellaneous
a) This Agreement along with the Privacy Policy, Site Rules and any additional terms, rules or regulations posted on the Site constitute the entire agreement between you and HFIN and govern your use of the Service, superceding any prior agreements between you and HFIN.
b) The Site is directed solely to individuals residing in jurisdictions in which provision of the Site’s content is legal. Those who choose to access the Site from other locations do so on their own initiative and at their own risk and are responsible for compliance with local laws. We reserve the right to limit the availability of the Site to any person, geographic area or jurisdiction at any time and in our sole discretion.
c) The failure of HFIN to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.
d) If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, then that provision shall be deemed severable from the Agreement and shall not affect the validity and enforceability of any remaining provisions.
e) 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 Service or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
f) The section titles in this Agreement are for convenience only and have no legal or contractual effect.
g) HFIN or you may terminate this Agreement at any time for any reason. Sections 3, 7, 13, 14, 15, 16, 17, 18, 19 and 20 shall continue in full force and effect upon any termination of this Agreement. You acknowledge and agree that HFIN's subscription fee is fully earned by HFIN on the date you subscribe as reasonable compensation for access on such day and, therefore, in the event that you terminate your subscription or HFIN terminates your subscription as a result of a breach of this agreement, you will not be entitled to any refund.
This Terms of Use was last revised on November 2009.