Hedgeye Risk Management, LLC (the "Company") provides certain services (collectively, "Services") through the http://www.hedgeye.com website (the "Website") and via email and other electronic communications. Access to and use of the Website and the Services is subject at all times to these Terms of Service ("Terms of Service"), which are a binding contract between the Company and you. The Company shall be deemed to conduct its business operations related to these Terms of Service from its headquarters in the State of Connecticut, United States of America, and all transactions between you and the Company, including without limitation the provision of information by and/or to the Company and you, shall be deemed to have occurred at such headquarters. Please be aware that the Company offers no individualized investment advice via the Website or the Service (as set forth in greater detail in Section 2, below).
EACH TIME YOU ACCESS OR USE THE WEBSITE OR THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND REPRESENT THAT YOU HAVE READ AND UNDERSTOOD THEM. IF YOU DO NOT OR CANNOT AGREE TO BE BOUND BY ANY OF THE PROVISIONS OF THESE TERMS OF SERVICE (OR IF YOU ARE LEGALLY INCAPABLE OF BEING BOUND), PLEASE EXIT FROM THE WEBSITE AND DISCONTINUE ANY USE OF THE SERVICES. IF YOU ARE ENTERING INTO THESE TERMS OF SERVICE IN CONNECTION WITH YOUR EMPLOYMENT, YOU HEREBY REPRESENT TO THE COMPANY THAT YOU ARE AUTHORIZED TO AND HEREBY DO BIND YOUR COMPANY/EMPLOYER TO THESE TERMS OF SERVICE; IF ANY COURT OF COMPETENT JURIDICTION DETERMINES THAT YOU HAVE FAILED TO BIND YOUR COMPANY/EMPLOYER, THESE TERMS OF SERVICE SHALL BE BINDING UPON YOU PERSONALLY. ANY REFERENCES HEREIN TO "YOU" AND "YOUR" REFER BOTH TO YOU AND TO YOUR COMPANY/EMPLOYER, AS APPLICABLE.
The Company may, from time to time, modify, amend, or supplement these Terms of Service, and post the revised version of the Terms of Service in place of the present webpage. Such modifications, amendments or supplements shall be effective immediately upon posting on the Website (or other transmission to you). You are responsible for periodically checking the Website for changes to these Terms of Service. If you do not or cannot agree to be bound by any of the provisions of the revised version of the Terms of Service (or if you are legally incapable of being bound), you agree that your sole remedy is cancel your Account and cease using the Website and the Services. Your continued use of the Website and/or the Services constitutes your agreement to be bound by the revised version of the Terms of Service.
1. ACCOUNT REGISTRATION AND POLICIES
By completing the registration process, you may establish an account ("Account") and register as a Hedgeye Risk Management Member ("Member"), and you may access and use the Website and the Services commensurate with your membership level/selections. The Services may include the receipt by you of email newsletters, alerts, and other communications issued by the Company. As part of the registration process, a login ID and password will be assigned to your Account that you must use to access the Services. You are solely responsible for all activity on your Account and for the security of your computer system and access credentials. You may not reveal, transfer or sell your Account login ID or password to any other person. If your company/employer has entered into an enterprise services agreement, some restrictions in these Terms of Service may not apply to you.
(A) Charges and Billing
Terms of payment are within the Company's sole discretion and may be modified, amended or supplemented at any time and shall become effective upon posting on the Website. All applicable fees and other charges for services as well as any products marketed through the Website are payable by the 15th day of the quarter to which such fees or charges apply. The Company reserves the right to change prices at any time. The Company is not responsible for pricing, typographical, or other errors in any offer by the Company and reserves the right to cancel any service or product orders resulting from such errors.
(B) Termination of Account
(i) Member. Subject to the terms described herein, each Member has the right to terminate such Member's Account at any time upon written notice to the Company. Each Member understands and agrees that the termination of a Member's Account is such Member's sole right and remedy with respect to any dispute, including, but not limited to, any related to, or arising out of: (A) any term of these Terms of Service or the Company's enforcement or application of these Terms of Service; (B) the Member's ability to access and/or use the Service; or (C) the amount or type of fees, surcharges, applicable taxes, billing methods, or any change to the fees, applicable taxes, surcharges or billing methods. The Company reserves the right to collect accrued fees and charges and costs incurred by the Company upon receipt of a Member's notice to cancel an Account.
(ii) Company. The Company may terminate a Member's account at any time in its sole and absolute discretion for any reason including, without limitation, upon the occurrence of any one of the following events:
(a) Improper use of the Member's login ID or password.
(b) The information provided by a Member during the Account registration process is found to be untruthful or inaccurate.
(c) Improper use of the information provided on the Website or in connection with the Services and/or taking any other action which adversely affects the Website, the Services, or the Company.
(d) Any violation of these Terms of Service.
If the Company terminates an Account because of a Member's breach of these Terms of Service, the Company shall have no liability or responsibility to such Member or any third party.
(iii) General. In the event an Account is terminated by the Member for any reason (other than the Company's permanent discontinuance of the Website and/or the Services), or by the Company for any of the reasons set forth in Section 1(B)(ii) above, no refund will be granted and the Member will have no further access via the subject Account. Any delinquent or unpaid Account with unresolved disputes must be settled before the Company may allow a Member to register again. Any and all of a Member's personal information submitted in connection with the Account and/or the Services, including any Account information and password information, may promptly be destroyed by the Company upon termination of such Account.
2. LIMITATIONS, RESTRICTIONS AND OBLIGATIONS
The Company is an online financial media firm publishing content relating to the financial markets (the "Content"). The Content is produced without regard to individual levels of sophistication or investment experience, and without regard to the suitability of individuals who may access the content. You understand and agree that the Content does not constitute a specific recommendation of any particular investment, security, portfolio, transaction, or strategy, nor that any specific course of action is suitable for any specific person. You understand and agree that no Company analysts or other personnel shall advise you with regard to your investments, and you therefore agree that you shall not attempt to contact the Company or any Company personnel seeking personalized investment advice. You further understand and agree that all Content is impersonal and not tailored to any specific investment needs and suitability requirements, including yours.
You understand and agree that the views expressed in the Content are opinions of the authors; that the Company does not instruct its employees which opinions to hold; that the opinions of one Company employee may differ from the opinions held on the same topic by another employee, or may change without notice. You understand and agree that past results are not indicative of future performance.
You understand and agree that the opinions expressed in the Content are derived from sources generally believed to be reliable, but that the Company is not liable for any errors, omissions, or incomplete or out of date information in the Content.
REAL-TIME STOCK ALERTS: Hedgeye Real-Time Stock Alerts (the "Alerts") provides hypothetical examples, in a virtual setting, of how an investor might employ the Content. The Alerts are not actual trades and do not represent an actual portfolio of investments, but a methodology for generating Buy and Sell signals, based on the Company's fundamental analysis, coupled with a proprietary technical model. Trade signals in the Alerts reflect only current bid and ask prices and may not correspond to actual transactions executed in the marketplace. If you choose to track the Alerts’ trade signals, you understand and agree that your actual results are likely to be different from the percentage returns reflected in the Alters statistics. Differences may arise for a number of reasons, including but not limited to: The Alerts do not account for transaction costs; the Alerts do not account for margin interest costs; the Alerts do not account for time delay before Buy, Sell, or other signals are viewed by you, including delays in the delivery of email or other messages; the Alerts do not account for cash dividends; the Alerts generally do not account for corporate actions such as stock splits, rights, and warrants, though the cost basis of positions in the Alerts may occasionally be adjusted for the sake of accuracy, with all such adjustments being described in notes accompanying the positions in the Alerts; the Alerts do not consider possible lack of liquidity; the Alerts do not consider tax consequences; the Alerts trade signals do not indicate size of position; and the Alerts do not give asset allocation guidance.
(B) Modification to Services
The Company may at any time and from time to time revise, supplement, suspend, or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice to you, and terminate all permissions/licenses granted in these Terms of Service. You agree that neither the Company nor any of its affiliates, licensors, agents, or employees is liable to you or any third party for any revision, supplement, suspension, or discontinuation of the Services, and termination of any permission/license.
(C) Limited License to Use the Website and Services
(i) Grant of License. Subject to your compliance with these Terms of Service, if you are a Member, you are hereby granted a non-exclusive, non-transferable, non-sublicensable right and license to access the Website and the Services commensurate with your paid membership level/selections. The Website, Services, and Content may be used only for your internal business (or personal, as the case may be) purposes, and no part of the Website, Services, or Content may be copied, reproduced, or redistributed by you. This right and license to access and use the Website, Services, and Content is personal to you and is not transferable to any other person or entity, nor may it be shared, resold, rented, licensed or leased by you. You are responsible to ensure that your use the Website, Services, and Content is for lawful purposes only and is in conformity with the requirements of these Terms of Service. You shall be responsible for protecting the confidentiality of your password(s), if any. The Company shall have the right at any time to change or discontinue any aspect or feature of the Services, including (but not limited to) Content, hours of availability, and equipment needed for access or use.
(ii) Reservation of Rights. All rights not expressly granted by the Company herein are reserved by the Company. Access to the Website, Services, and Content is granted under license; no ownership rights are transferred to you by the Company. Except for the license granted herein, the Company retains all right, title and interest in and to the Website, Services, Content, and all information and other content provided in connection therewith.
(a) Limitations of Reverse Engineering, Decompilation and Disassembly. You may not reverse engineer, decompile, or disassemble the Website, any of the Services, or any other material available in connection with the Services, except and only to the extent that such activity is expressly authorized by applicable law notwithstanding this limitation. You agree not to circumvent or attempt to circumvent any security measures associated with the Website and/or the Services.
(b) Rental. You may not rent, lease or lend access to the Website or any of the Services.
(c) Redistribution. You may not redistribute any information provided by, through, or in connection with the Website or any of the Services to any other person.
(d) Other Restrictions. You hereby agree not to:
Infringe upon the intellectual property rights of the Company or any third party.
Alter or cancel another Member's Account, or attempt to do so.
Impersonate another person, indicate that you are a Company employee, or attempt to mislead Members or guests by indicating that you represent the Company or any of the Company's licensors or affiliates.
Attempt to get a login ID, password, or other Account information, or any other private information from a Member.
Engage in or promote or encourage any illegal activity including hacking, cracking or distribution of counterfeit software for the purpose of accessing the Website, the Services, or Content.
Modify, delete or create derivative works of the Website, the Services, or Content, or any part thereof.
Remove or alter any legal notice, including any copyright management information, or any other notice or name or mark of the Company or its suppliers that appears in or is affixed to the Website or any of the Services.
Interfere with, hack into or decipher any transmissions to or from the servers running the Website or the Services.
Do anything that interferes with the ability of other Members to access and use the Website and the Services or that adversely affects the Website, the Services or the Company's business.
Use information provided on or in connection with the Website or the Services for any purpose that is not authorized by a license or permission granted by the Company herein.
Perform any acts which violate any applicable laws or regulations in connection with the manner in your access or use the Website and/or the Services.
(iv) Ownership. You understand and acknowledge that the Website, the Services, the Content, and all other information provided to you in connection therewith are, as between you and the Company, owned solely and exclusively by the Company (including by its licensors and/or its affiliates or suppliers), and are protected by applicable laws and regulations, including treaty obligations relating to intellectual property rights. Under no circumstances will you obtain any ownership interest in any element of the Website, the Services, or the Content under these Terms of Service or otherwise.
(D) Company Trademarks
You are not authorized under any circumstances to use any trademark, service mark, logo, trade dress, company name, brand, or domain name owned by the Company or used by the Company in connection with the Website or the Services. You agree not to infringe or dilute any trademark, service mark, logo, or trade dress owned by the Company.
3. DISCLAIMER OF WARRANTIES
YOU HEREBY EXPRESSLY AGREE THAT ACCESS TO AND USE OF THE WEBSITE, THE SERVICES, THE CONTENT, AND THE INTERNET IS AT YOUR SOLE RISK. THE WEBSITE, THE SERVICES, AND THE CONTENT (AS WELL AS ANY THIRD-PARTY SERVICES, PRODUCTS, AND INFORMATION DELIVERED TO YOU IN CONNECTION THEREWITH) ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND (EXPRESS OR IMPLIED); THE WARRANTIES HEREBY DISCLAIMED INCLUDE ANY WARRANTY OF MERCHANTIBILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY DOES NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE WEBSITE OR THE SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING OR THAT THE COMPANY WILL HAVE ADEQUATE CAPACITY FOR THE WEBSITE OR THE SERVICES AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA. THE WEBSITE, THE SERVICES, AND THE CONTENT MAY CONTAIN ERRORS, INCLUDING TECHNICAL INACCURACIES AND TYPOGRAPHICAL ERRORS. In addition, the Website and the Services may enable you to access or download harmful or malicious code introduced onto the Internet by third parties. The Website and the Services may be available internationally and may contain references to programs or services of the Company and/or its suppliers that are not available in your location. Such references do not imply that the Company or its suppliers intend to make available such products, programs or services in your location.
4. LIMITATIONS OF LIABILITIES
YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY IN RELATION TO ANY DISPUTE WITH THE COMPANY, ITS LICENSORS, SUPPLIERS OR AFFILIATES (OR ANY OF THEIR EMPLOYEES, OFFICERS, MEMBERS, OR DIRECTORS) IS TO STOP USING THE WEBSITE AND THE SERVICES, AND TO CANCEL YOUR ACCOUNT. YOU ACKNOWLEDGE AND AGREE THAT IN NO EVENT WILL THE COMPANY, ITS LICENSORS, SUPPLIERS, OR AFFILIATES (OR ANY OF THEIR EMPLOYEES, OFFICERS, MEMBERS, OR DIRECTORS) BE LIABLE FOR ANY ACT OR FAILURE TO ACT BY THEM OR ANY OTHER PERSON REGARDING ANY CONDUCT, COMMUNICATION OR CONTENT ASSOCIATED WITH THE WEBSITE, THE SERVICES, OR THE CONTENT.
MOREOVER, IN NO CASE SHALL THE COMPANY, ITS LICENSORS, SUPPLIERS OR AFFILIATES (OR ANY OF THEIR EMPLOYEES, OFFICERS, MEMBERS, OR DIRECTORS) BE LIABLE TO YOU OR ANYONE DERIVING RIGHTS FROM YOU IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO THE COMPANY FOR THE SERVICES DURING THE ONE (1) YEAR PERIOD PRIOR TO THE DATE ON WHICH YOUR CLAIM PURPORTEDLY AROSE. IN NO CASE SHALL ANY OF SUCH PERSONS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM THEFT OR LOSS OF PROFITS, DATA, USE, GOODWILL, BUSINESS INTERRUPTION, OR OTHER INTANGIBLE LOSS) RELATINGING IN ANY WAY TO YOUR USE OF OR INABILITY TO USE THE WEBSITE, THE SERVICES, OR THE CONTENT. THIS LIMITATION SHALL APPLY REGARDLESS OF WHETHER SUCH ALLEGED LIABILITY IS BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY, AND REGARDLESS OF WHETHER ANY PERSON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF CERTAIN CATEGORIES OF LIABILITY, THE FOREGOING LIMITATIONS SHALL APPLY TO YOU ONLY TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW.
THE COMPANY DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY THIRD-PARTY PRODUCT OR SERVICE OFFERED THROUGH OR IN CONNECTION WITH THE WEBSITE OR THE SERVICES AND WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
5. LINKS WITH OTHER SITES
The Website and/or the Services may provide links or references to websites or services that are maintained or provided by third parties. The Company is not responsible for and does not assume responsibility for any content or practice of any such site or service. Your use of any such site or service is entirely at your own risk. The Company provides such links and/or references solely as a convenience to you and not as an endorsement or approval of any content, practice, owner, or sponsor. The company makes no warranties of any kind in relation to such sites and/or services.
You agree to defend, indemnify and hold harmless the Company and its licensors, affiliates, suppliers, employees, officers, and directors from and against all claims (including investigations and allegations that are not yet presented as litigation) and liabilities, losses and expenses, including attorneys' fees and costs, arising in connection with any breach of these Terms of Service. If you fail to provide a defense satisfactory to the Company, the Company may assume the defense and invoice you for the cost thereof, which invoice(s) you shall pay immediately upon presentation.
7. GOVERNING LAW
These Terms of Service, as well as your use of the Website and the Services, are governed by and shall be construed in accordance with the laws of the State of Connecticut, without regard to its provisions relating to conflicts of laws. By agreeing to these Terms of Service or by accessing or using the Website and/or any of the Services, you submit to the personal jurisdiction of the federal and state courts of the State of Connecticut. You further agree that such courts shall have exclusive jurisdiction over any claim brought by you under or in connection with these Terms of Service, the Website, or any of the Services.
8. VOID WHERE PROHIBITED
The Company makes no representation or warranty that any material on the Website or in the Services is lawful in every jurisdiction from which such material can be accessed, or is available for use in all jurisdictions. If you access or use the Website or the Services from a jurisdiction outside of the United States you are responsible for compliance with all applicable local laws.
If any provision of these Terms of Service is held to be invalid or unenforceable, that provision will be deemed to be restated to reflect as nearly as possible the original intention in accordance with applicable law, and the remainder of these Terms of Service will remain in full force and effect. These Terms of Service constitute the entire agreement between the Company and you with respect to the subject matter hereof and supersede and replace all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of these Terms of Service will be effective only if in writing and signed by the Company. The failure of the Company to assert any right under these Terms of Service shall not be considered a waiver of that right, which shall remain in full force and effect. In addition, these Terms of Service are not intended to confer, and do not confer, any rights or remedies upon any person other than you. These Terms of Service and all related documents are written and shall be interpreted in the English language.
10. CONTACT US
If you have any questions, concerns, or comments regarding these Terms of Service, or have other questions or suggestions about our Website or the Services, you may contact us via email at email@example.com.