TERMS OF SERVICE
EFFECTIVE DATE: 09/01/2023
Welcome to InvestorBase ("Us" or "Our" or "We") Website - and thank You for visiting. We hope You enjoy the experience!
These Terms of Use (“Terms”) are a legal contract between You and Us (collectively, "Everyone") and govern Your use of all the text, data, information, software, graphics, photographs and more (all of which We refer to as “Materials”) that We and Our affiliates may make available to You, as well as any services (“Services”) We may provide through any of Our websites (all of which are referred to in these Terms as this “Website”).
READ THESE TERMS CAREFULLY BEFORE BROWSING THIS WEBSITE. USING THIS WEBSITE INDICATES THAT YOU HAVE BOTH READ AND ACCEPT THESE TERMS. YOU CANNOT USE THIS WEBSITE IF YOU DO NOT ACCEPT THESE TERMS. PLEASE CAREFULLY READ AND MAKE SURE YOU UNDERSTAND THE “DISPUTE RESOLUTION AND ARBITRATION; CLASS ACTION WAIVER” PROVISION SET FORTH BELOW, AS IT WILL REQUIRE YOU TO RESOLVE DISPUTES WITH US ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION UNLESS YOU OPT-OUT. BY ACCESSING OR USING OUR WEBSITE, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THE ARBITRATION AND WAIVER OF CLASS ACTIONS PROVISION SET FORTH BELOW.
CHANGES
We may alter the Materials and Services We offer You and/or choose to modify, suspend or discontinue this Website at any time and without notifying You. We may also change, update, add or remove provisions (collectively, “modifications”) of these Terms from time to time. Because Everyone benefits from clarity, We promise to inform You of any modifications to these Terms by posting them on this Website and, if You have registered with Us, by describing the modifications to these Terms in an email that We will send to the address that You provided during registration. To be sure We properly reach Your email inbox, We just ask that You let Us know if Your preferred email address changes at any time after Your registration. If You object to any such modifications, Your sole recourse shall be to cease using this Website. Continued use of this Website following notice of any such modifications indicates You acknowledge and agree to be bound by the modifications. Also, please know that these Terms may be superseded by expressly-designated legal notices or terms located on particular pages of this Website. These expressly-designated legal notices or terms are incorporated into these Terms and supersede the provision(s) of these Terms that are designated as being superseded.
In addition to the above, we reserve the right to modify, revise, or change the pricing, business model, or structural aspects of our Services at any time. These changes may happen without prior notice and at our sole discretion. We commit to making reasonable efforts to inform you of any significant changes in pricing or business model, particularly if they might affect your current subscription or use of our Services. This notification may be provided through the website, via email, or through other communication channels as deemed appropriate. Your continued use of our Services after such changes have been communicated will constitute your acceptance of such changes. If you do not agree with the changes in pricing or business model, your only recourse is to discontinue the use of our Services. Please be aware that our Services are subject to continuous development and the business environment in which we operate is constantly evolving, which may necessitate such changes from time to time.
GENERAL USE
By using this Website, You promise that You are at least 18 years of age. We invite You to use this Website for Your internal business purposes ("Permitted Purposes") - enjoy! In these Terms we are granting You a limited, personal, non-exclusive and non-transferable license to use and to display the Materials; Your right to use the Materials is conditioned on Your compliance with these Terms. You have no other rights in this Website or any Materials and You may not modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of this Website or Materials in any manner. If You make copies of any of this Website while engaging in Permitted Purposes then We ask that You be sure to keep on the copies all of Our copyright and other proprietary notices as they appear on this Website. This Website is for business use only and is not intended to be used by nor is it directed towards consumer use. Unfortunately, if You breach any of these Terms the above license will terminate automatically and You must immediately destroy any downloaded or printed Materials (and any copies thereof).
USING THE WEBSITE AND THE WEBSITE'S SERVICES
We appreciate You visiting this Website and allow You to do just that - stop by and leisurely check it out without even registering with Us! However, in order to access certain password-restricted areas of this Website (such as viewing this Website's blog posts and other User Submissions (defined below)) and to use certain Services and Materials offered on and through this Website, You must successfully register an account with Us.
PASSWORD RESTRICTED AREAS OF THIS WEBSITE
If You want an account with Us, You must submit the following information through the account registration page on this Website: A working email address; First and last name; Preferred password. You may also provide additional, optional information so that We can provide You a more customized experience when using this Website - but, We will leave that decision with You. Once You submit the required registration information, We alone will determine whether or not to approve Your proposed account. If approved, You will be sent an e-mail detailing how to complete Your registration. For so long as You use the account, You agree to provide true, accurate, current, and complete information which can be accomplished by logging into Your account and making relevant changes directly or contacting Us using the below contact information and We can make the changes for You. And, if You forget Your password - no worries as We will happily send a password update to Your provided email address. You are responsible for complying with these Terms when You access this Website, whether directly or through any account that You may setup through or on this Website. Because it is Your account, it is Your job to obtain and maintain all equipment and services needed for access to and use of This Website as well as paying related charges. It is also Your responsibility to maintain the confidentiality of Your password(s), including any password of a third-party site that We may allow You to use to access this Website. Should You believe Your password or security for This Website has been breached in any way, You must immediately notify Us.
MEMBERSHIPS
By registering for an account with Us, You become a “Member” with access to certain password- restricted areas of the Website and to use certain Services and Materials offered on and through the Website (a “Membership”). Each Membership and the rights and privileges provided to a Member is personal and non-transferable.
PAYMENTS
You agree to pay all applicable fees related to Your use of this Website and Our Services. We may suspend or terminate Your account and/or access to Our Services and this Website if Your payment is late and/or Your offered payment method (e.g., credit card or PayPal account) cannot be processed. By providing a payment method, You expressly authorize Us to charge the applicable fees on said payment method as well as taxes and other charges incurred thereto at regular intervals, all of which depend on Your particular membership and utilized services. We understand that You might cancel Your account, but please know that We will not provide any refund(s) and You will be responsible for paying any balance due on the account. To make things less complicated, You agree that We may charge any unpaid fees to Your provided payment method and/or send You a bill for such unpaid fees. All purchases of Services are final and you will not be entitled to receive a refund of any kind.
ELECTRONIC COMMUNICATIONS
By using the Website and/or the Services provided on or through the Website, You consent to receiving electronic communications from Us. These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the Website and/or Services provided on or through the Website. These electronic communications are part of Your relationship with Us. You agree that any notices, agreements, disclosures or other communications that We send You electronically will satisfy any legal communication requirements, including that such communications be in writing.
PRIVACY POLICY
We respect the information that You provide to Us, and want to be sure You fully understand exactly how We use that information. So, please review Our Privacy Policy (“Privacy Policy”) which explains everything.
LINKS TO THIRD-PARTY SITES
We think links are convenient, and We sometimes provide links on this Website to third-party websites. If You use these links, You will leave this Website. We are not obligated to review any third-party websites that You link to from this Website, We do not control any of the third-party websites, and We are not responsible for any of the third-party websites (or the products, services, or content available through any of them). Thus, We do not endorse or make any representations about such third-party websites, any information, software, products, services, or materials found there or any results that may be obtained from using them. If You decide to access any of the third-party websites linked to from this Website, You do this entirely at Your own risk and You must follow the privacy policies and terms and conditions for those third-party websites.
SUBMISSIONS
Certain areas of this Website (e.g., blogs, chat rooms or customer ratings and review areas) may permit You to submit feedback, information, data, text, software, messages, or other materials (each, a "User Submission"). You agree that You are solely responsible for all of Your User Submissions and that any such User Submission is considered both non-confidential and non- proprietary. Further, We do not guarantee that You will be able to edit or delete any User Submission You have submitted. By submitting any User Submission, You are promising Us that: You own all rights in Your User Submissions (including, without limitation, all rights to the reproduction and display of Your User Submissions) or, alternatively, You have acquired all necessary rights in Your User Submissions to enable You to grant to Us the rights in Your User Submissions as described in these Terms; You have paid and will pay in full all license fees, clearance fees, and other financial obligations, of any kind, arising from any use or commercial exploitation of Your User Submissions; Your User Submissions do not infringe the copyright, trademark, patent, trade secret, or other intellectual property rights, privacy rights, or any other legal or moral rights of any third party; You voluntarily agree to waive all "moral rights" that You may have in Your User Submission; Any information contained in Your User Submission is not known by You to be false, inaccurate, or misleading; Your User Submission does not violate any law (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination, or false advertising); Your User Submission is not, and may not reasonably be considered to be, defamatory, libelous, hateful, racially, ethnically, religiously, or otherwise biased or offensive, unlawfully threatening, or unlawfully harassing to any individual, partnership, or corporation, vulgar, pornographic, obscene, or invasive of another's privacy; You were not and will not be compensated or granted any consideration by any third party for submitting Your User Submission; Your User Submission does not incorporate materials from a third-party website, or addresses, email addresses, contact information, or phone numbers (other than Your own); Your User Submission does not contain any viruses, worms, spyware, adware, or other potentially damaging programs or files; Your User Submission does not contain any information that You consider confidential, proprietary, or personal; Your User Submission does not contain or constitute any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation. By submitting a User Submission, You grant to Us an irrevocable, perpetual, transferable, non- exclusive, fully-paid, worldwide, royalty-free license (sublicensable through multiple tiers) to: Use, distribute, reproduce, modify, adapt, publish, translate, publicly perform, and publicly display Your User Submissions (or any modification thereto), in whole or in part, in any format or medium now known or later developed; Use (and permit others to use) Your User Submission in any manner and for any purpose (including, without limitation, commercial purposes) that We deem appropriate in Our sole discretion (including, without limitation, to incorporate Your User Submission or any modification thereto, in whole or in part, into any technology, product, or service); Display advertisements in connection with Your User Submissions and to use Your User Submissions for advertising and promotional purposes. We may, but are not obligated to, pre-screen User Submissions or monitor any area of this Website through which User Submissions may be submitted. We are not required to host, display, or distribute any User Submissions on or through this Website and may remove at any time or refuse any User Submissions for any reason. We are not responsible for any loss, theft, or damage of any kind to any User Submissions. Further, You agree that We may freely disclose Your User Submission to any third party absent any obligation of confidence on the part of the recipient.
TEST/SAMPLE/EXAMPLE DATA SETS
Please note that from time to time, we may provide you with test/sample/example data sets to illustrate the quality and accuracy of our data. These data sets are for illustrative purposes only and may not be used, distributed, or acted upon in any way. The test/sample/example data sets are considered private, proprietary, and subject to nondisclosure rules. By using our services, you agree to treat these data sets with the utmost confidentiality and not to use them for any purpose other than evaluating the quality of our products. You acknowledge and agree that we are not liable for any actions, damages, or consequences arising from your use or misuse of these test/sample/example data sets. It is your responsibility to comply with all applicable laws, regulations, and ethical guidelines when handling such information. Any unauthorized use or disclosure of these test/sample/example data sets may result in the termination of your account, legal action, and/or other remedies as we deem necessary.
RIGHT TO REFUSE SERVICE
We reserve the right to deny service to anyone if we determine that performing such service would be detrimental to InvestorBase, LLC, our shareholders, our customers, our affiliates, our other related parties.
UNAUTHORIZED ACTIVITIES
To be clear, We authorize Your use of this Website only for Permitted Purposes. Any other use of this Website beyond the Permitted Purposes is prohibited and, therefore, constitutes unauthorized use of this Website. This is because as between You and Us, all rights in this Website remain Our property. Unauthorized use of this Website may result in violation of various United States and international copyright laws. Because We prefer keeping this relationship drama-free, We want to give You examples of things to avoid. So, unless You have written permission from Us stating otherwise, You are not authorized to use this Website in any of the following ways (these are examples only and the list below is not a complete list of everything that You are not permitted to do): For any public or commercial purpose which includes use of this Website on another site or through a networked computer environment; In a manner that modifies, publicly displays, publicly performs, reproduces or distributes any of this Website; In a manner that violates any local, state, national, foreign, or international statute, regulation, rule, order, treaty, or other law; To stalk, harass, or harm another individual; To impersonate any person or entity or otherwise misrepresent Your affiliation with a person or entity; To interfere with or disrupt this Website or servers or networks connected to this Website; To use any data mining, robots, or similar data gathering or extraction methods in connection with this Website; Attempt to gain unauthorized access to any portion of this Website or any other accounts, computer systems, or networks connected to this Website, whether through hacking, password mining, or any other means. You agree to hire attorneys to defend Us if You violate these Terms and that violation results in a problem for Us. You also agree to pay any damages that We may end up having to pay as a result of Your violation. You alone are responsible for any violation of these Terms by You. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by You and, in such case, You agree to cooperate with Our defense of such claim.
ACCEPTABLE USE
You are solely responsible for using the Services and all data obtained through the Services in full compliance with all applicable federal, state and local laws, including without limitation all laws concerning privacy, solicitation and advertising practices, and data security, and You are solely responsible for monitoring and complying with any changes in law that may affect Your use of the Services or data obtained through the Services. Without limiting the generality of the foregoing, You represent, warrant and covenant that You will comply with the following laws and regulations: (a) Do-Not-Call (“DNC”) registry prohibitions for both voice calls and text messages; (b) any licensing and bonding requirements applicable to Your business; (c) consumer cancellation rights; (d) mandatory disclosures; (e) cell phone restrictions; (f) text messaging restrictions; (g) opt-out rules; (h) call recording laws; (i) record retention requirements; (j) direct mail rules and best practices; (k) CAN SPAM Act and related email rules; and (l) all other applicable laws and regulations, as the same may be adopted or amended from time to time.
The CSV export feature is permitted for the sole purpose of allowing you to download data for your own personal use or for use within your organization. You are not permitted to resell, distribute, or otherwise commercially exploit the data obtained through the CSV export feature or anywhere else on our site. You are also not permitted to use the data obtained through the CSV export feature or anywhere else on our site for any illegal, unethical, or unauthorized purposes.
Should we detect any account activity we deem suspicious of abuse, we reserve the right to suspend your account and investigate the matter further. We may attempt to contact you at the email and/or phone number you have on file with your account.
USAGE LIMITS
We reserve the right to dynamically limit the amount of searches that can be done in a set period of time, as well as the number of results that are returned in those searches. These limits are in place to ensure that all users have a fair and equal opportunity to access our services. If you require a higher limit, please contact us to discuss your needs.
PROPRIETARY RIGHTS
There may be trademarks, names and logos on this Website which are the property of their respective owners. Unless otherwise specified in these Terms, all Materials and all data, including the arrangement of them on this Website and the data provided as part of Our Services are Our sole property, Copyright © 2024, InvestorBase, LLC All rights not expressly granted herein are reserved. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner or license.
DISCLAIMER OF WARRANTIES
THIS WEBSITE AND ANY SERVICES PROVIDED VIA THIS WEBSITE, INCLUDING WITHOUT LIMITATION ANY SKIPTRACING SERVICES, ARE PROVIDED "AS IS" AND "WITH ALL FAULTS" AND THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THIS WEBSITE IS WITH YOU. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND (EXPRESS, IMPLIED OR STATUTORY) WITH RESPECT TO THIS WEBSITE, WHICH INCLUDES BUT IS NOT LIMITED TO, ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. THIS MEANS THAT WE DO NOT PROMISE YOU THAT THE WEBSITE IS FREE OF PROBLEMS. Without limiting the generality of the foregoing, We make no warranty that this Website will meet Your requirements or that this Website will be uninterrupted, timely, secure, or error free or that defects in this Website will be corrected. We make no warranty as to the results that may be obtained from the use of this Website or as to the accuracy or reliability of any information obtained through this Website. No advice or information, whether oral or written, obtained by You through this Website or from Us or Our subsidiaries/other affiliated companies shall create any warranty. We disclaim all equitable indemnities.
LIMITATION OF LIABILITY
WE SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM YOUR DISPLAYING, COPYING, OR DOWNLOADING ANY MATERIALS TO OR FROM THIS WEBSITE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE TO YOU FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) HOWEVER ARISING, EVEN IF WE KNOW THERE IS A POSSIBILITY OF SUCH DAMAGE. IN NO EVENT WILL COMPANY'S LIABILITY EXCEED THE GREATER OF [$100] AND THE AMOUNTS YOU PAY THE COMPANY FOR USE OF, OR IN CONNECTION WITH, THE SITE. LOCAL LAWS; EXPORT CONTROL We control and operate this Website from Our headquarters in the United States of America and the entirety of this Website may not be appropriate or available for use in other locations. If You use this Website outside the United States of America, You are solely responsible for following applicable local laws. Additionally, We are not liable for any damages that come as a result of Your use or misuse of data or services we provide to You. For example, it is important that You do not contact numbers which are registered with the National Do Not Call Registry (DNC) that appear on any lists that We provide You. It is also important that You comply with the latest Telephone Consumer Protection Act (TCPA) guidelines when using the data We provide You.
FEEDBACK
Any submissions by You to Us (e.g., comments, questions, suggestions, materials - collectively, “Feedback”) through any communication whatsoever (e.g., call, fax, email) will be treated as both non-confidential and non-proprietary. Except as prohibited by applicable law, you hereby assign all right, title, and interest in, and We are free to use, without any attribution or compensation to You, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. Where the foregoing assignment is prohibited by law, you hereby grant Us an exclusive, transferable, worldwide, royalty- free, fully paid up license (including the right to sublicense) to use and exploit all Feedback as We may determine in our sole discretion. Notwithstanding the foregoing, you understand and agree that We are not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and You have no right to compel such use, display, reproduction, or distribution.
DISPUTE RESOLUTION AND ARBITRATION; CLASS ACTION WAIVER
Please Read This Provision (the “Provision”) Carefully. It Affects Your Legal Rights. This You agree that any Dispute arising out of or relating to these Terms or your use of the Website or our Services shall be determined by final and binding arbitration before the American Arbitration Association (“AAA”) under its then-current AAA Commercial Arbitration Rules before a single arbitrator in United State Of America, North Carolina. “Dispute” is given the broadest meaning enforceable by law and includes any claim or controversy and any claims against other parties relating to services or products provided or billed to you (such as our licensors, suppliers, dealers or third-party vendors) whenever you also assert claims against us in the same proceeding. YOU AND WE AGREE THAT, EXCEPT AS PROVIDED BELOW, ANY AND ALL DISPUTES, AS DEFINED ABOVE, WHETHER PRESENTLY IN EXISTENCE OR BASED ON ACTS OR OMISSIONS IN THE PAST OR IN THE FUTURE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION RATHER THAN IN COURT IN ACCORDANCE WITH THIS PROVISION.
The arbitrator may award on an individual basis any relief that would be available pursuant to applicable law, and will not have the power to award relief to, against or for the benefit of any person who is not a party to the proceeding. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party or if required by applicable law. Such award will be final and binding on the parties, except for any right of appeal provided by the Federal Arbitration Act or other applicable law, and may be entered in any court having jurisdiction over the parties for purposes of enforcement. This Article governs in the event it conflicts with the applicable arbitration rules. All issues shall be for the arbitrator to decide, including the scope of this Article.
Pre-Arbitration Claim Resolution
For all Disputes, whether pursued in court or arbitration, you must first give us an opportunity to resolve the Dispute which is first done by emailing us at support@investorbase.com the following information: (1) your name, (2) your address, (3) a written description of your claim, and (4) a description of the specific relief you seek. If we do not resolve the Dispute within forty-five (45) days after receiving your notification, than you may pursue your Dispute in arbitration. You may pursue your dispute in a court only under the circumstances described below.
Exclusions from Arbitration/Right to Opt Out
Notwithstanding the above, your or we may choose to pursue a Dispute in court and not by arbitration if: (a) The dispute qualifies for initiation in small claims court; or (b) YOU OPT-OUT OF THESE ARBITRATION PROCEDURES WITHIN THIRTY (30) DAYS FROM THE DATE THAT YOU FIRST CONSENT TO THESE TERMS (the “Opt-Out Deadline”). You may opt-out of this Provision by emailing us at support@investorbase.com the following information: (1) your name; (2) your address; and (3) a clear statement that you do not wish to resolve disputes with us through arbitration. Your decision to opt-out of this Arbitration Provision will have no adverse effect on your relationship with us. Any opt-out request received after the Opt-Out Deadline will not be valid and you must pursue your dispute in arbitration or small claims court.
Class Action Waiver
Except as otherwise provided in this Provision, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a class or representative proceeding or claims (such as a class action, consolidated action, representative action, or private attorney general action) unless both you and we specifically agree to do so in writing following initiation of the arbitration. If you choose to pursue your Dispute in court by opting out of the Arbitration Provision, as specified above, this Class Action Waiver will not apply to you. Neither you, nor any other user of this Portal can be a class representative, class member, or otherwise participate in a class, consolidated, or representative proceeding without having complied with the opt-out requirements above.
Jury Waiver
You understand and agree that by accepting this Provision in these Terms, you and we are each waiving the right to a jury trial or a trial before a judge in a public court. In the absence of this Provision, you and we might otherwise have had a right or opportunity to bring disputes in a court, before a judge or jury, and/or to participate or be represented in a case filed in court by others (including class actions). Except as otherwise provided below, those rights are waived. Other rights that you would have if you went to court (e.g., the rights to both appeal and certain types of discovery) may be more limited or may also be waived.
LANGUAGE
The Parties hereto have expressly required that these Terms and all documents and notices relating thereto be drafted in the English language.
GENERAL
We think direct communication resolves most issues - if We feel that You are not complying with these Terms, We will tell You. We will even provide You with recommended necessary corrective action(s) because We value this relationship. However, certain violations of these Terms, as determined by Us, may require immediate termination of Your access to this Website without prior notice to You. The Federal Arbitration Act, South Carolina state law and applicable U.S. federal law, without regard to the choice or conflicts of law provisions, will govern these Terms. Foreign laws do not apply. Except for disputes subject to arbitration as described above, any disputes relating to these Terms or this Website will be heard in the courts located in The United States Of America, South Carolina. If any of these Terms are deemed inconsistent with applicable law, then such term(s) shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. By choosing not to enforced any of these Terms, We are not waiving Our rights. These Terms are the entire agreement between You and Us and, therefore, supersede all prior or contemporaneous negotiations, discussions or agreements between Everyone about this Website. The proprietary rights, disclaimer of warranties, representations made by You, indemnities, limitations of liability and general provisions shall survive any.
CONTACT US
If You have any questions about these Terms or otherwise need to contact Us for any reason, You can reach Us at support@investorbase.com.