GeoInvesting™ Website Terms and Conditions
Last Updated: November 11, 2018
NOTICE: THE AGREEMENT CONTAINS DISCLAIMERS OF WARRANTIES, LIMITATIONS OF LIABILITY, RELEASES, INDEMNIFICATION PROVISIONS, A BINDING ARBITRATION AGREEMENT AND WAIVERS OF CLASS ACTION AND TRIAL BY JURY.
THE AFOREMENTIONED PROVISIONS ARE AN ESSENTIAL BASIS OF THE AGREEMENT. NEW JERSEY STATE RESIDENTS ARE ENCOURAGED TO REVIEW THEIR RIGHTS UNDER THE AGREEMENT, AS PROVIDED UNDER THE NEW JERSEY TRUTH-IN-CONSUMER CONTRACT WARRANTY AND NOTICE ACT (“TCCWNA”).
1. Your Consent to the Agreement; Modification. The GeoInvesting™ Offerings (as defined below) are owned and operated by Geo Investing, LLC (“GeoInvesting™,” “we,” “our” or “us”). You agree to the terms and conditions contained in the Agreement, in their entirety, when you (“User”): (a) access and/or use the GeoInvesting™ website located at www.geoinvesting.com (the “Site”); (b) access certain text, images, video, audio, testimonials, blog posts and other content and information relating to investment opportunities, financial data and analysis, as well as information relating to the GeoInvesting™ Offerings, generally, as made available by: (i) GeoInvesting™ (collectively, “GeoInvesting™ Content”); (ii) Members (as defined below) (“Member Content”); and (iii) other third-parties (“Third-Party Content,” and together with the GeoInvesting™ Content and Member Content, the “Content”); (c) access links to third-party websites and resources (“Third-Party Links”); (d) access, view and/or download the Executive Cast videos featuring executives from third-party companies (“Executive Cast Videos”); (e) register, for a fee, to establish a GeoInvesting™ account (“Account”) as a premium member (“Membership”) of the Site (“Member”), which enables Members to: (i) receive the exclusive Member-only email newsletter delivered by GeoInvesting™ each morning (“Morning Email”); (ii) receive exclusive email alerts delivered by GeoInvesting™ from time-to-time (“Special Email,” and together with the Morning Email, the “GeoInvesting™ Email”); and (iii) obtain access to the GeoInvesting™ Pro Portal, which contains compilations of GeoInvesting™ Email and other exclusive Content (“Pro Portal”); (f) access certain message boards, comment sections, messaging functionality and other interactive features of the GeoInvesting™ Offerings (“Interactive Services”); (g) register for the free email newsletter available to all Users (“Newsletter”); (h) access links to the GeoInvesting™ and/or User social media pages/accounts appearing on third-party social media websites (collectively, “Social Media Pages”), such as Facebook®, LinkedIn® and Twitter® (collectively, “Social Media Websites,” and together with the Site, Content, GeoInvesting™ Email, Pro Portal, Interactive Services and Newsletter, the “GeoInvesting™ Offerings”); and/or (i) otherwise affirmatively consent to these Terms and/or the Agreement.
These Terms are effective as of the date set forth above. Please print the Agreement for your records. A printed version of the Agreement will be valid, enforceable, and admissible in judicial or administrative proceedings based upon or relating to the Agreement to the same extent and subject to the same conditions as a paper agreement that you sign manually. Violations of the Agreement may result in suspension or termination of your Account.
We may amend the Agreement from time to time in our sole discretion, without specific notice to our Users; provided, however, that: (i) any amendment or modification to the arbitration provisions, prohibition on class action provisions or any other provisions applicable to dispute resolution (collectively, “Dispute Resolution Provisions”) shall not apply to any disputes incurred prior to the applicable amendment or modification; and (ii) any amendment or modification to pricing and/or billing provisions (“Billing Provisions”) shall not apply to any charges incurred prior to the applicable amendment or modification. The latest Agreement will be posted on the Site, and Users should review the Agreement in its entirety prior to using any GeoInvesting™ Offerings. By a User’s continued use of any GeoInvesting™ Offerings, that User hereby agrees to comply with all of the terms and conditions contained within the Agreement effective at that time (other than with respect to disputes arising prior to the amendment or modification of the Dispute Resolution Provisions, or charges incurred prior to the amendment or modification of the Billing Provisions, which shall be governed by the Dispute Resolution Provisions and/or Billing Provisions then in effect at the time of the subject dispute or incurred charges, as applicable).
Facebook® is a registered trademark of Facebook, Inc. (“Facebook”). LinkedIn® is a registered trademark of LinkedIn Corporation (“LinkedIn”). Twitter® is a registered trademark of Twitter, Inc. (“Twitter”). Please be advised that Company is not in any way affiliated with Facebook, LinkedIn or Twitter, nor are the Site Offerings endorsed, administered or sponsored by any of the foregoing entities.
Please be advised that GeoInvesting™ is a research and publishing firm, of general and regular circulation, which falls within the publisher’s exemption to the definition of an “investment advisor” under Section 202(a)(11)(A) – (E) of the Securities Act (15 U.S.C. 77d(a)(6) (the “Securities Act”). GeoInvesting™ is not registered as an investment advisor under the Securities Act or under any state laws. None of our trading or investing information, including the Content, GeoInvesting™ Email, Executive Casts and/or content or communication (collectively, “Information”) provides individualized trading or investment advice and should not be construed as such. Accordingly, please do not attempt to contact GeoInvesting™, its members, partners, affiliates, employees, consultants and/or hedge funds managed by partners of GeoInvesting™ (collectively, the “Geoinvesting™ Parties”) to request personalized investment advice, which they cannot provide. The Information does not reflect the views or opinions of any other publication or newsletter.
We publish Information regarding certain stocks, options, futures, bonds, derivatives, commodities, currencies and/or other securities (collectively, “Securities”) that we believe may interest our Users. The Information is provided for information purposes only, and GeoInvesting™ is not engaged in rendering investment advice or providing investment-related recommendations, nor does GeoInvesting™ solicit the purchase of or sale of, or offer any, Securities featured by and/or through the GeoInvesting™ Offerings and nothing we do and no element of the GeoInvesting™ Offerings should be construed as such. Without limiting the foregoing, the Information is not intended to be construed as a recommendation to buy, hold or sell any specific Securities, or otherwise invest in any specific Securities. Trading in Securities involves risk and volatility. Past results are not necessarily indicative of future performance.
The Information represents an expression of our opinions, which we have based upon generally available information, field research, inferences and deductions through our due diligence and analytical processes. Due to the fact that opinions and market conditions change over time, opinions made available by and through the GeoInvesting™ Offerings may differ from time-to-time, and varying opinions may also be included in the GeoInvesting™ Offerings simultaneously. To the best of our ability and belief, all Information is accurate and reliable, and has been obtained from public sources that we believe to be accurate and reliable, and who are not insiders or connected persons of the applicable Securities covered or who may otherwise owe any fiduciary duty or duty of confidentiality to the issuer. However, such Information is presented on an “as is,” “as available” basis, without warranty of any kind, whether express or implied. GeoInvesting™ makes no representation, express or implied, as to the accuracy, timeliness or completeness of any such Information or with regard to the results to be obtained from its use. All expressions of opinion are subject to change without notice, and GeoInvesting™ does not undertake to update or supplement any of the Information.
The Information may include, or may be based upon, “Forward-Looking” statements as defined in the Securities Litigation Reform Act of 1995. Forward-Looking statements may convey our expectations or forecasts of future events, and you can identify such statements: (a) because they do not strictly relate to historical or current facts; (b) because they use such words such as “anticipate,” “estimate,” “expect(s),” “project,” “intend,” “plan,” “believe,” “may,” “will,” “should,” “anticipates” or the negative thereof or other similar terms; or (c) because of language used in discussions, broadcasts or trade ideas that involve risks and uncertainties, in connection with a description of potential earnings or financial performance. There exists a variety of risks/uncertainties that may cause actual results to differ from the Forward-Looking statements. We do not assume any obligation to update any Forward-Looking statements whether as a result of new information, future events or otherwise, and such statements are current only as of the date they are made.
You acknowledge and agree that use of GeoInvesting’s™ Information is at your own risk. In no event will GeoInvesting™ or any affiliated party be liable for any direct or indirect trading losses caused by any Information featured by and through the GeoInvesting™ Offerings. You agree to do your own research and due diligence before making any investment decision with respect to Securities featured by and through the GeoInvesting™ Offerings. You represent to GeoInvesting™ that you have sufficient investment sophistication to critically assess the Information. If you choose to engage in trading or investing that you do not fully understand, we may not advise you regarding the applicable trade or investment. We also may not directly discuss personal trading or investing ideas with you. The Information made available by and through the GeoInvesting™ Offerings is not a substitute for professional financial advice. You should always check with your professional financial, legal and tax advisors to be sure that any Securities, investments, advice, products and/or services featured by and through the GeoInvesting™ Offerings, as well as any associated risks, are appropriate for you.
You further agree that you will not distribute, share or otherwise communicate any Information to any third-party unless that party has agreed to be bound by the terms and conditions set forth in the Agreement including, without limitation, all disclaimers associated therewith. If you obtain Information as an agent for any third-party, you agree that you are binding that third-party to the terms and conditions set forth in the Agreement.
Unless otherwise noted and/or explicitly disclosed, you should assume that as of the publication date of the applicable Information, GeoInvesting™ (along with or by and through any Geoinvesting™ Party(ies)), together with its clients and/or investors, has an investment position in all Securities featured by and through the GeoInvesting™ Offerings, and therefore stands to realize significant gains in the event that the price of such Securities change in connection with the Information. We intend to continue transacting in the Securities featured by and through the GeoInvesting™ Offerings for an indefinite period, and we may be long, short or neutral at any time, regardless of any related Information that is published from time-to-time.
Maj Soueidan, our President and Co-Founder, publishes certain Content on his page of the Site. Any statement regarding his, or any other Geoinvesting™ Party’s, willingness to share her/his/its personal investing strategies should not be construed or interpreted: (a) to require the disclosure of investment and strategies that are personal in nature, part of their respective estate or tax planning; or (b) as immaterial to the scope and nature of our educational philosophy and vision.
If you are located in the United Kingdom, you confirm that you are accessing research and materials as or on behalf of: (i) an investment professional falling within Article 19 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “FPO”); or (ii) high net worth entity falling within Article 49 of the FPO.
Please be advised that Users may post information, opinions and other materials by and through the Interactive Services that is/are misleading, deceptive and/or inaccurate. The U.S. Securities and Exchange Commission (“SEC”) has published examples of Securities-related Cyberfraud. The Financial Industry Regulatory Authority (“FINRA”) has provided information regarding how to invest carefully in the digital space and the North American Securities Administrators Association (“NASAA”) also provides information on online investment schemes. The SEC, FINRA and NASAA websites are located at: http://www.sec.gov, http://www.finra.org, and http://www.nasaa.org, respectively.
3. Requirements; Necessary Equipment; Data Charges. The Site Offerings are available only to individuals who: (a) can enter into legally binding contracts under applicable law; (b) are eighteen (18) years of age or older (or the applicable age of majority, if greater than eighteen (18) years of age in their jurisdiction of residence); and (c) are either acting in their individual capacity or are acting in their capacity as duly authorized representatives of a valid business entity (“Entity”) (collectively, “Usage Requirements”). The Site Offerings are not intended for individuals who do not satisfy the Usage Requirements, including individuals under eighteen (18) years of age (or the applicable age of majority, if greater than eighteen (18) years of age in their jurisdiction of residence), individuals who cannot enter into legally binding contracts under applicable law and/or individuals attempting to register on behalf of an Entity who are not duly authorized representatives of that Entity. If a User does not satisfy the Usage Requirements in their entirety, that User does not have permission to access or use the Site Offerings. If you do not satisfy all of the Eligibility Requirements, you may not access the GeoInvesting™ Offerings.
You shall be responsible, at all times, for ensuring that you have an Internet connection, computer/mobile device, mobile telephone number, up-to-date Internet browser versions, a functioning e-mail account, applicable software, applicable hardware and/or other equipment necessary to access the GeoInvesting™ Offerings. GeoInvesting™ does not guarantee the quality, speed or availability of the Internet connection associated with your mobile device and/or computer. GeoInvesting™ does not guarantee that the GeoInvesting™ Offerings can be accessed: (i) on all Mobile Devices; (ii) through all wireless service plans; (iii) in connection with all Internet browsers; and/or (iv) in all geographical areas. Standard messaging, data and wireless access fees may apply to your use of the GeoInvesting™ Offerings. You are fully responsible for all such charges and GeoInvesting™ has no liability or responsibility to you, whatsoever, for any such charges billed by your wireless carrier.
4. Registration; Termination of Accounts. In order to open an Account and utilize certain of the GeoInvesting™ Offerings, you may be required to submit one or more registration forms (each, a “Form”). The information that you must supply on a Form may include, without limitation: (a) your full name; (b) your mailing/billing address; (c) your e-mail address; (d) your telephone number; (e) your credit card information (where purchasing a Membership subscription); and/or (f) any other information requested by us on the applicable registration Form (collectively, “Registration Data”). Each User agrees to provide true, accurate, current and complete Registration Data, as necessary, in order to maintain it in an up to date and accurate fashion.
GeoInvesting™ may reject a prospective Member’s Form and/or terminate a Member’s Account at any time and for any reason, in its sole discretion. Such reasons may include, without limitation, where: (i) GeoInvesting™ believes that such prospective Member/Member is in any way in breach of the Agreement; (ii) GeoInvesting™ believes that such prospective Member/Member is engaged in any improper and/or unauthorized conduct in connection with the GeoInvesting™ Offerings; and/or (iii) GeoInvesting™ believes that such prospective Member/Member is, at any time, engaged in any activity by and/or through the GeoInvesting™ Offerings that may violate any applicable law.
As part of the registration process, prospective Members will be provided with, or must select, a user name and/or password for their Account. If the user name(s)/password(s) that a prospective Member requests is/are not available, that prospective Member will be asked to supply another user name/password. If GeoInvesting™ provides a prospective Member with a user name/password, that prospective Member can change that user name and/or password, or the one that the prospective Member selected during registration, at any time through her/his Account settings. We may, in our sole discretion, reject, change, suspend and/or terminate any user name. Profanity, obscenities, or the use of **asterisks** or other “masking” characters to disguise such words, is not permitted. Impersonating other Members is prohibited. Each Member agrees to notify GeoInvesting™ of any known or suspected unauthorized use(s) of her/his Account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of her/his user name(s)/password(s). Each Member shall be responsible for maintaining the confidentiality of her/his user name(s)/password(s) and Account. Each Member agrees to accept responsibility for all activities that occur through use of her/his user name(s)/password(s) and Account, including any charges incurred therethrough. Any fraudulent, abusive or otherwise illegal activity engaged in by any Member, or any entity or person with access to that Member’s user name(s)/password(s) and/or Account may be grounds for termination of that Member’s Account, in GeoInvesting’s™ sole discretion, and that Member may be reported to appropriate law enforcement agencies.
5. Compliance with Applicable Law. Each User represents and warrants that it and its use of the GeoInvesting™ Offerings shall fully comply with all applicable local, state, national, federal and international laws including, without limitation, the Securities Act, the Securities Exchange Act of 1934, the Securities Litigation Reform Act of 1995 and any and all other applicable state and federal securities and banking laws (collectively, “Applicable Law”).
(a) General Terms. Subject to the terms and conditions of the Agreement, Users that possess the requisite technology shall have the opportunity to view, download and/or interact with all or some of the Content made available by and through the Site and/or other GeoInvesting™ Offerings. The Content shall at all times remain subject to the disclaimers set forth in Section 2 of these Terms, as well as elsewhere on the Site and in the Agreement. The Content is compiled, distributed and displayed by GeoInvesting™, as well as third-party content providers, such as Members and third-party entities/individuals (collectively, “Third-Party Providers”). GeoInvesting™ does not control the Content provided by Third-Party Providers that is made available by and through the GeoInvesting™ Offerings. Please be advised that GeoInvesting™ does not verify or fact-check statements made by Third-Party Providers in connection with the Content. Such Third-Party Providers are solely responsible for the accuracy, completeness, appropriateness, safety and/or usefulness of such Content. The Content should not necessarily be relied upon. GeoInvesting™ does not represent or warrant that the Content and other information posted by and/or through the GeoInvesting™ Offerings is accurate, complete, up-to-date or appropriate. Users understand and agree that GeoInvesting™ will not be responsible for, and GeoInvesting™ undertakes no responsibility to monitor or otherwise police, Content provided by Third-Party Providers. Users agree that GeoInvesting™ shall have no obligation and incur no liability to such Users in connection with any Content. Users may find certain Content to be outdated, harmful, inaccurate and/or deceptive. Please use caution, common sense and safety when using the Content.
(b) Member Content. From time-to-time, GeoInvesting™ may publish articles, text, graphics, video and other Member Content by and through the GeoInvesting™ Offerings. Please be advised that GeoInvesting™ may offer a free Membership to certain individuals in exchange for the submission of Member Content. Each Member who makes Member Content available to GeoInvesting™ for publication by and through the GeoInvesting™ Offerings hereby irrevocably grants to GeoInvesting™, for good and valuable consideration, the receipt of which is hereby acknowledged, the worldwide right and license to use, reuse and publish any and all Member Content, in any and all forms of marketing and promotional material including, without limitation, print advertisements (“ads”), online ads, ads and other promotions appearing on GeoInvesting’s™ Social Media Pages and other Social Media Websites, email ads, television ads, radio ads, interactive media, as well as printed extracts and reproductions of any portion thereof (collectively, “Ads”), and for any and all other uses. Each Member who makes Member Content available to GeoInvesting™ for publication by and through the GeoInvesting™ Offerings represents and warrants to GeoInvesting™ that: (i) such Member has all of the rights and authority necessary to submit the Member Content for the uses contemplated hereunder, including the right to publish the Member Content; and (ii) the publication of the Member Content by such Member, as well as GeoInvesting™ as contemplated hereunder, will not infringe upon or violate the rights of any third-party. Each Member who makes Member Content available to GeoInvesting™ for publication by and through the GeoInvesting™ Offerings understands and agrees that: (A) the Member Content, in whole or in part, may be edited and/or dramatized, and that any part of the Member Content may be used without compensation to such Member; and (B) no Ad or other material incorporating or making reference to the Member Content need be submitted to such Member for approval and GeoInvesting™ shall be without liability to such Member for any distortion or illusionary effect resulting from its publication of the Member Content. Each Member who posts Member Content expressly: (I) releases GeoInvesting™ from any and all claims that such Member has or may have for breach of right of publicity, invasion of privacy, defamation, copyright infringement or any other claim or cause of action arising out of or in connection with any production, distribution, duplication, broadcast, exhibition, publication, Ad or promotion utilizing or incorporating the subject Member Content, or any other use of the subject Member Content whatsoever; and (II) acknowledges and agrees that GeoInvesting™ shall not be liable for any causes of action or claims related to the applicable Member’s decision to provide the Member Content to GeoInvesting™.
(c) Non-Endorsement. The publication of any Content provided by Third-Party Providers (including Member Content) by and through the GeoInvesting™ Offerings does not constitute and endorsement by GeoInvesting™ of the subject Third-Party Provider.
9. Pro Portal. Members will have access to the exclusive GeoInvesting™ Pro Portal. The Pro Portal shall contain a catalogue of past GeoInvesting™ Email, as well as other exclusive Content that GeoInvesting™ believes will be of interest to those Members. The Content made available by and through the Pro Portal shall at all times remain subject to the disclaimers set forth in Section 2 of these Terms, as well as elsewhere on the Site and in the Agreement. You understand and agree that GeoInvesting™ shall not be liable to you, any other Member, User or any third-party for any claim in connection with your use of, or inability to use, the Pro Portal.
10. Executive Cast Videos. Users will have access to the Executive Cast Videos made available by and through the GeoInvesting™ Offerings from time-to-time. The Executive Cast Videos will feature third-party companies and give executives from those companies the opportunity to present themselves to the investing public. Please be advised that the companies depicted in the Executive Cast Videos, or the applicable companies’ investor relation firms, pay a fee to GeoInvesting™ to distribute Executive Cast Videos. The publication of Executive Cast Videos does not constitute and endorsement by GeoInvesting™ of the subject companies, executives and/or Executive Content. Please be advised that GeoInvesting™ does not verify or fact-check statements and/or other material made by executives in connection with the Executive Cast Videos (“Executive Content”). GeoInvesting™ does not control the Executive Content provided by executives in connection with the Executive Cast Videos. Such executives are solely responsible for the accuracy, completeness, appropriateness, safety and/or usefulness of such Executive Content. The Executive Content should not necessarily be relied upon. GeoInvesting™ does not represent or warrant that the Executive Content is accurate, complete, up-to-date or appropriate. Users understand and agree that GeoInvesting™ will not be responsible for, and GeoInvesting™ undertakes no responsibility to monitor or otherwise police, Executive Content. Users agree that GeoInvesting™ shall have no obligation and incur no liability to such Users in connection with any Executive Content. Users may find certain Executive Content to be outdated, harmful, inaccurate and/or deceptive. Please use caution, common sense and safety when using the Executive Content.
We may hold a position in stocks of companies associated with Executive Cast Videos. However, employees of GeoInvesting™ are restricted from trading securities that are covered in Executive Cast Videos for a period of twenty-four (24) hours from initial publication of such Executive Cast Videos (“Quiet Period”). During the Quiet Period, trading restrictions will remain in effect in cases where the company announces its participation (whether it be intent to join or the action of joining) in an Executive Cast series. The only exception to these restrictions will be if the company featured in the Executive Cast Video releases other news during the Quiet Period that would materially affect a trading decision.
11. Account and Billing Provisions.
(a) Purchasing Membership Subscriptions. Where a User wishes to become a Member, and upon completing the applicable Form associated with registering as a Member, that User may begin a seven (7) day risk free trial Membership (with a disclosure, and consent from the User, that this trial membership will convert to a paying membership if not cancelled during the trial period). Thereafter, where the User does not cancel her/his Membership prior to the expiration of the seven (7) day risk free trial, the User’s credit card, debit card, PayPal® account, and/or any other payment option permitted by GeoInvesting™ and provided by that User (collectively, “Payment Method”) will be charged per the payment schedule selected, as applicable, on a recurring basis for as long as that Member’s Account remains active (the “Fees”). Such Fees will be charged in advance and you acknowledge and agree that GeoInvesting™ will not obtain any additional authorization from you for the recurring Fees. Every time that you use your Member Account, you re-affirm that GeoInvesting™ is authorized to charge your Payment Method and to have the Fees applied to same. Only one trial is allowed per user, per person, per household, per email address or per IP is allowed at any given point in time. In addition, there is a limit of one trial per user, per person, per household, per email address or per IP in any given one year period unless otherwise stated in the offer.
Charges will appear on your Payment Method statement through the identifier “GeoInvesting.” By providing us with a Payment Method, you: (i) represent that you are authorized to use the Payment Method that you provided and that any payment information that you provide is true and accurate; and (ii) authorize us to charge the Fees to your Payment Method. You must promptly notify us of any changes to your Payment Method. Any attempt to defraud through the use of any Payment Method, regardless of the outcome, or any failure by you to honor legitimate charges or requests for payment, will result in immediate termination of your Account and pursuit of civil litigation and/or criminal prosecution. UNLESS OTHERWISE INDICATED ON THE SITE, ALL FEES ARE FINAL AND NON-REFUNDABLE.
(b) General Billing Provisions. Subject to the conditions set forth herein, you agree to be bound by the Billing Provisions of GeoInvesting™ in effect at any given time. Upon reasonable prior written notice to you (with e-mail sufficing), GeoInvesting™ reserves the right to change its Billing Provisions whenever necessary, in its sole discretion. Subsequent payment of Fees after receipt of such notice shall constitute consent to any and all such changes; provided, however, that any amendment or modification to the Billing Provisions shall not apply to any Fees incurred prior to the applicable amendment or modification. GeoInvesting’s™ authorization to bill for purchases is obtained by way of your electronic signature. Once an electronic signature is submitted, the electronic order constitutes an electronic letter of agency. GeoInvesting’s™ reliance upon your electronic signature was specifically sanctioned and written into law when the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Transactions Act were enacted in 1999 and 2000, respectively. Both laws specifically preempt all state laws that recognize only paper and handwritten signatures.
(c) Cancellation of Your Account. You may cancel your Account at any time and for any reason by requesting a closure of your Account by using the options in your Account interface or emailing us at: email@example.com. The subject line for such Account closure should read “Re: Account Closure.” Upon cancellation or termination of your Account for any reason, you must immediately cease all use of those GeoInvesting™ Offerings that are available to Members only. All terms and conditions contained in the Agreement that are unrelated to GeoInvesting™ Offerings including, without limitation, disclaimers, limits of liability, dispute resolution, indemnity, copyright notice, and your obligation to pay any amounts due hereunder, will survive any cancellation or termination of your Account. GeoInvesting™ will retain pertinent Account information for as long as required by law.
12. Interactive Services.
(a) Subject to the restrictions contained herein including, without limitation, those contained below, the Interactive Services may allow Users to post comments, text, video, content and engage in other interactive communication, by and through the GeoInvesting™ Offerings. In connection with the Interactive Services, each User shall be solely responsible for the comments, opinions, statements, offers, propositions, feedback and other content (collectively, “Feedback”) posted by and through the Interactive Services. GeoInvesting™ reserves the right to prohibit any conduct by Users, or to remove any materials or Feedback posted by Users by and through the Interactive Services, that GeoInvesting™ deems, in its sole and absolute discretion, to be in violation of the Agreement and/or which GeoInvesting™ believes to be illegal, potentially harmful to others, otherwise objectionable or that same may expose GeoInvesting™ to harm, damage to reputation or liability. Notwithstanding the foregoing, GeoInvesting™ undertakes no responsibility to monitor or otherwise police the actions of Users, Feedback and/or other material posted by Users and/or other third parties. GeoInvesting™ shall have no obligation and incur no liability to such Users in connection with any Feedback. Users may find certain Feedback to be outdated, harmful, inaccurate and/or deceptive. Please use caution, common sense and safety when viewing Feedback. You agree to use the Interactive Services in a manner consistent with, and in full compliance with, any and all applicable laws and regulations.
(b) In connection with your use of the Interactive Services and other of the GeoInvesting™ Offerings, you agree not to: (i) display any telephone numbers, street addresses, last names, URLs, e-mail addresses or any confidential information of any third party; (ii) display any audio files, text, photographs, videos or other images containing confidential information; (iii) display any audio files, text, photographs, videos or other images that may be deemed indecent or obscene in your community, as defined under applicable law; (iv) impersonate any person or entity; (v) “stalk” or otherwise harass any person; (vi) engage in unauthorized advertising to, or commercial solicitation of, other Users; (vii) transmit any chain letters, spam or junk e-mail to other Users; (viii) express or imply that any statements that you make are endorsed by GeoInvesting™, without GeoInvesting’s™ specific prior written consent; (ix) harvest or collect personal information of other Users whether or not for commercial purposes, without their express consent; (x) use any robot, spider, search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the GeoInvesting™ Offerings; (xi) post, distribute or reproduce in any way any copyrighted material, trademarks or other proprietary information without obtaining the prior consent of the owner of such proprietary rights; (xii) remove any copyright, trademark or other proprietary rights notices contained on the Site; (xiii) interfere with or disrupt the GeoInvesting™ Offerings and/or the servers or networks connected to same; (xiv) post, offer for download, e-mail or otherwise transmit 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 telecommunications equipment; (xv) post, offer for download, transmit, promote or otherwise make available any software, product or service that is illegal or that violates the rights of a third party including, but not limited to, spyware, adware, programs designed to send unsolicited advertisements (i.e. “spamware”), services that send unsolicited advertisements, programs designed to initiate “denial of service” attacks, mail bomb programs and programs designed to gain unauthorized access to mobile networks; (xvi) “frame” or “mirror” any part of the Site without GeoInvesting’s™ prior written authorization; (xvii) use metatags or code or other devices containing any reference to any GeoInvesting™ Offerings in order to direct any person to any other mobile application or website for any purpose; and/or (xviii) modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the GeoInvesting™ Offerings or any software used in or in connection with the GeoInvesting™ Offerings. GeoInvesting™ reserves the right to pursue any and all legal remedies against Users that engage in the aforementioned prohibited conduct.
13. Social Media Pages. The Site contains links to the various GeoInvesting™ Social Media Pages. The Social Media Pages are hosted and made available on third-party Social Media Websites by third-party entities. Your use of Social Media Pages and Social Media Websites shall be governed by those Social Media Websites’ applicable agreements, terms and conditions. You understand and agree that GeoInvesting™ shall not be liable to you, any other User or any third-party for any claim in connection with your use of, or inability to use, the Social Media Pages and/or Social Media Websites.
14. Ownership. The GeoInvesting™ Offerings, as well as the organization, graphics, design, compilation, magnetic translation, digital conversion, software, services and other matters related to same, and all GeoInvesting™ logos, symbols, expansion names and symbols, play level symbols, trade dress or “look and feel,” and all derivative works or modifications of/to any of the foregoing, and all related and underlying intellectual property (including, without limitation, patents, trademarks, trade secrets and copyrights), are the sole and exclusive property of GeoInvesting™. We reserve all rights not expressly granted herein. Except as expressly set forth herein, no right or license is granted hereunder, express or implied or by way of estoppel, to any intellectual property rights and your use of the GeoInvesting™ Offerings does not convey or imply the right to use the GeoInvesting™ Offerings in combination with any other information or products. The posting of information or material by and through the GeoInvesting™ Offerings does not constitute a waiver of any right in or to such information and/or materials. The “GeoInvesting™” name and logo are trademarks of GeoInvesting, LLC. The use of any GeoInvesting™ trademark without GeoInvesting’s™ express written consent is strictly prohibited.
15. License. Each User is granted a non-exclusive, non-transferable, revocable and limited license to access and use the GeoInvesting™ Offerings. GeoInvesting™ may terminate this license at any time for any reason. Unless otherwise expressly authorized by GeoInvesting™ in writing in each instance, Users may only use the GeoInvesting™ Offerings for their own personal, non-commercial use. No part of the GeoInvesting™ Offerings may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical. No User or other third-party may use any automated means or form of scraping or data extraction to access, query or otherwise collect material from the GeoInvesting™ Offerings except as expressly permitted by GeoInvesting™. No User or other third-party may use, copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer the GeoInvesting™ Offerings, or any portion thereof. No User or other third-party may create any “derivative works” by altering any aspect of the GeoInvesting™ Offerings. No User or other third-party may use the GeoInvesting™ Offerings in conjunction with any other third-party content. No User or other third-party may exploit any aspect of the GeoInvesting™ Offerings for any commercial purposes not expressly permitted by GeoInvesting™. Each User further agrees to indemnify and hold GeoInvesting™ harmless for that User’s failure to comply with this Section 15. GeoInvesting™ reserves any rights not explicitly granted in the Agreement.
16. Prohibited Conduct.
(a) Abuse. In accessing the GeoInvesting™ Offerings, you represent and warrant to us that you: (i) will not engage in any activity that interrupts or attempts to interrupt the operation of the GeoInvesting™ Offerings; (ii) will not engage in any money laundering or similar behavior; (iii) will not engage in the sale or brokering of any securities, debt instruments, investment opportunities or similar commercial endeavors; and (iv) will comply with the rules, regulations and policies applicable to any applicable Social Media Websites.
(b) Hacking, Tampering or Unauthorized Access. Any attempt to gain unauthorized access to our systems or any other User’s Account, interfere with procedures or performance of any GeoInvesting™ Offerings, or deliberately damage or undermine any GeoInvesting™ Offerings is subject to civil and/or criminal prosecution and will result in immediate termination of your Account. You acknowledge that we are not responsible for any damage, loss, or injury resulting from hacking, tampering, or other unauthorized access to or use of the GeoInvesting™ Offerings or your Account.
(c) Restrictions. Any use, reproduction or redistribution of the GeoInvesting™ Offerings, or related services not expressly authorized by the Agreement is expressly prohibited. You may not engage in, or assist others in engaging in, conduct that would damage or impair our property including, without limitation: (i) copying, distributing, transmitting, displaying, performing, framing, linking, hosting, caching, reproducing, publishing, licensing, or creating derivative works from any information, software, products or services obtained from us; (ii) providing unauthorized means through which others may use the GeoInvesting™ Offerings, such as through server emulators; (iii) taking actions that impose an unreasonable or disproportionately large load on our or our suppliers’ network infrastructure, or that could damage, disable, overburden or impair the GeoInvesting™ Offerings; (iv) interfering with any other party’s use and/or enjoyment of the GeoInvesting™ Offerings; and/or (v) attempting to gain unauthorized access to third-party Accounts and/or the GeoInvesting™ Offerings.
17. Disclaimers. WITHOUT LIMITING ANY OF THE DISCLAIMERS SET FORTH IN SECTION 2 OF THESE TERMS, OR APPEARING ELSEWHERE ON THE SITE AND/OR IN THE AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
- WE MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE LEGALITY OF YOUR USE OF THE GEOINVESTING™ OFFERINGS, OR RELATED SERVICES, AND NO PERSON AFFILIATED, OR CLAIMING AFFILIATION, WITH US SHALL HAVE THE AUTHORITY TO MAKE ANY SUCH REPRESENTATIONS OR WARRANTIES.
THE GEOINVESTING™ OFFERINGS, AND ALL RELATED DOWNLOADS, SERVICES, PRODUCTS, INFORMATION, CONTENT AND DATA MADE AVAILABLE BY OR THROUGH THE GEOINVESTING™ OFFERINGS ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE BASIS,” AND WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR FREEDOM FROM VIRUS OR OTHER DISABLING ROUTINE, OR INTERRUPTION, OR NON-INFRINGEMENT, AND YOU ASSUME THE ENTIRE RISK WITH RESPECT THERETO. USE OF THE INTERNET AND TELECOMMUNICATIONS SYSTEMS IS INHERENTLY RISKY, AND YOU DO SO AT YOUR OWN RISK.
WITHOUT LIMITING THE FOREGOING, GEOINVESTING™ MAKES NO WARRANTY THAT: (A) THE GEOINVESTING™ OFFERINGS WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (B) ANY INFORMATION OBTAINED THROUGH THE GEOINVESTING™ OFFERINGS (INCLUDING THE CONTENT) WILL BE ACCURATE OR RELIABLE; (C) ANY DEFECTS IN THE GEOINVESTING™ OFFERINGS WILL BE CORRECTED; (D) THE GEOINVESTING™ OFFERINGS WILL BE COMPATIBLE WITH ANY SPECIFIC PC, HARDWARE, MOBILE DEVICE, WIRELESS NETWORK OR SERVICE; (E) THE GEOINVESTING™ OFFERINGS WILL BE FREE FROM TECHNICAL ERROR, OR OTHER ERROR OF ANY KIND, WHETHER HUMAN, MECHANICAL OR ELECTRONIC; (F) THE GEOINVESTING™ OFFERINGS WILL RESULT IN ANY POSITIVE INVESTMENT OUTCOME, ECONOMIC BENEFIT OR GAIN; OR (G) THE GEOINVESTING™ OFFERINGS WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM GEOINVESTING™ AND/OR THROUGH THE GEOINVESTING™ OFFERINGS SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.
WE ARE NOT RESPONSIBLE OR LIABLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM, RELATING TO OR ARISING OUT OF VIOLATIONS OF THE AGREEMENT BY OTHER USERS AND/OR MEMBERS AND WE HAVE NO RESPONSIBILITY TO ENFORCE THE AGREEMENT FOR THE BENEFIT OF ANY USER.
SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES. AS SUCH, THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU IN ITS ENTIRETY.
18. Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE GEOINVESTING™ PARTIES WILL NOT BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST DATA OR LOSS OF GOODWILL), OR INCIDENTAL DAMAGES, WHETHER BASED ON A CLAIM OR ACTION OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, INDEMNITY OR CONTRIBUTION, OR OTHERWISE, EVEN IF THE APPLICABLE GEOINVESTING™ PARTY(IES) HAS/HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY, ARISING OUT OF OR RELATING TO THE AGREEMENT, THE GEOINVESTING™ OFFERINGS, OR ANY INFORMATION, SERVICES, PRODUCTS OR SOFTWARE MADE AVAILABLE OR ACCESSIBLE TO YOU BY AND THROUGH SAME, INCLUDING, BUT NOT LIMITED TO, FOR: (A) THE USE OR THE INABILITY TO USE THE GEOINVESTING™ OFFERINGS; (B) UNAUTHORIZED ACCESS TO, OR ALTERATION OF, YOUR REGISTRATION DATA AND/OR ACCOUNT; (C) ANY ISSUE RELATED TO THE TIMELINESS, ACCURACY OR RELIABILITY OF THE GEOINVESTING™ OFFERINGS INCLUDING, WITHOUT LIMITATION, THE INFORMATION AND CONTENT; (D) YOUR FAILURE TO REALIZE ANY DESIRED INVESTMENT OUTCOME, ECONOMIC BENEFIT OR GAIN; (E) ANY TECHNICAL ERROR OR OTHER ERROR OF ANY KIND, WHETHER HUMAN, MECHANICAL OR ELECTRONIC, ASSOCIATED WITH ANY OF THE GEOINVESTING™ OFFERINGS; AND/OR (F) ANY OTHER MATTER RELATING TO THE GEOINVESTING™ OFFERINGS.
TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE MAXIMUM LIABILITY OF THE GEOINVESTING™ PARTIES TO YOU ARISING OUT OF OR IN ANY WAY CONNECTED TO THE AGREEMENT, THE GEOINVESTING™ OFFERINGS, OR ANY INFORMATION, SERVICES, PRODUCTS OR SOFTWARE MADE AVAILABLE OR ACCESSIBLE TO YOU BY AND THROUGH SAME SHALL NOT EXCEED FIVE HUNDRED DOLLARS ($500.00). THE EXISTENCE OF ONE OR MORE CLAIMS BY YOU WILL NOT INCREASE THE LIABILITY OF THE GEOINVESTING™ PARTIES.
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS OF LIABILITY FOR INCIDENTAL, CONSEQUENTIAL OR CERTAIN OTHER TYPES OF DAMAGES. AS SUCH, THE LIMITATIONS AND EXCLUSIONS SET FORTH IN THIS SECTION 18 MAY NOT APPLY TO YOU.
(a) Technical Difficulties. We are not responsible for delays, disruptions, malfunctions or other technical interruptions that affect the GeoInvesting™ Offerings including, without limitation, problems with the Site, computer systems, telephone carriers or Internet service providers, or the quality of coverage, strength of signal, delays or outages in service.
(b) Third-Party Websites. You may be able to access third-party websites or services via the Site including, without limitation, Social Media Websites, the Third-Party Links and the websites of other Members. We are not responsible for third-party websites, services or content available through those third-party websites. You are solely responsible for your dealings with third-parties (including advertisers). Your use of third-party software, websites or services may be subject to those third-parties’ terms and conditions and privacy policies. Please review those legal policies before using any linked websites.
(d) Representations and Warranties. Each User hereby represents and warrants to GeoInvesting™ as follows: (i) the Agreement constitutes such User’s legal, valid and binding obligation which is fully enforceable against such User in accordance with its terms; (ii) such User understands and agrees that such User has independently evaluated the desirability of utilizing the GeoInvesting™ Offerings and that such User has not relied on any representation and/or warranty other than those set forth in the Agreement; (iii) the execution, delivery and performance by such User of the Agreement will not conflict with or violate: (A) any order, judgment or decree applicable to such User; or (B) any agreement or other instrument applicable to such User; (iv) such User’s performance under the Agreement, use of the GeoInvesting™ Offerings, Member Content, if any, and Feedback, if any, will not: (A) invade the right of privacy or publicity of any third person; (B) involve any libelous, obscene, indecent or otherwise unlawful material; (C) violate any Applicable Law; and/or (D) otherwise infringe upon the rights of any third-parties including, without limitation, those of copyright, patent, trademark, trade secret or other intellectual property right, false advertising, unfair competition, defamation, invasion of rights of celebrity, violation of any anti-discriminatory law or regulation, or any other right of any person or entity; and (v) such User shall not “stalk” or otherwise harass any person.
(e) Our Rights and Remedies; No Waiver. No GeoInvesting™ right or remedy shall be exclusive of any other, whether at law or in equity including, without limitation, damages, injunctive relief, attorneys’ fees and expenses. Our failure to require or enforce strict performance by you of any of the terms and conditions contained in the Agreement, or to exercise any right under same, shall not be construed as a waiver or relinquishment of our right to assert or rely upon any such provision or right in that or any other instance.
(f) Assignment. We may assign the Agreement, and any rights and obligations hereunder, in whole or in part, at any time without notice to you. You may not assign the Agreement or transfer any rights to use the GeoInvesting™ Offerings.
(g) Severability. The Agreement is intended to be severable. If for any reason any terms and/or conditions contained in the Agreement are held invalid or unenforceable in whole or in part by any court of competent jurisdiction, such terms and/or conditions shall, in such jurisdiction, be ineffective to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Agreement, which shall continue to be binding.
(h) No Third-Party Beneficiaries. The Agreement is solely for your and our benefit, and not for the benefit of any other person, except for our successors and assigns.
(i) Indemnification. You agree, at your own cost and expense, to indemnify and hold the Geoinvesting™ Parties harmless from and against any and all claims, disputes, liabilities, judgments, settlements, actions, debts or rights of action, losses of whatever kind, and all costs and fees, including reasonable legal and attorneys’ fees, arising out of or relating to: (i) your breach of the Agreement; (ii) any unauthorized or improper use of your Account and/or the GeoInvesting™ Offerings by any person, including yourself; (iii) your violation of Applicable Law; (iv) any failure by you to provide accurate and up-to-date Registration Data; (v) your Member Content and/or Feedback, if any; and/or (vi) your negligence or misconduct. If we instruct you in writing, you will, at your cost and expense, defend us from any of the foregoing using counsel reasonably acceptable to us.
- (j) California User Consumer Rights. In accordance with Cal. Civ. Code Sec. 1789.3, California State resident Users may file grievances and complaints with the California Department of Consumer Affairs, 400 R Street, Ste. 1080, Sacramento, CA 95814; or by phone at 916-445-1254 or 800-952-5210; or by email to firstname.lastname@example.org.
(k) Conflicting Terms. To the extent that anything in or associated with the GeoInvesting™ Offerings is in conflict or inconsistent with the Agreement, the Agreement shall take precedence. The parties do not intend that any agency or partnership relationship be created through operation of the Agreement. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
20. Copyright Policy/DMCA Compliance. GeoInvesting™ reserves the right to terminate the Account of any Member who infringes upon third-party copyrights. If any User or other third-party believes that a copyrighted work has been copied and/or posted via the GeoInvesting™ Offerings in a way that constitutes copyright infringement, that party should provide GeoInvesting™ with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work; (b) an identification and location of the copyrighted work that such party claims has been infringed upon; (c) a written statement by such party that it has a good faith belief that the disputed use is not authorized by the owner, its agent or the law; (d) such party’s name and contact information, such as telephone number or e-mail address; and (e) a statement by such party that the above information in such party’s notice is accurate and, under penalty of perjury, that such party is the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for GeoInvesting’s™ Copyright Agent for notice of claims of copyright infringement is as follows:
[Klein Moynihan Turco LLP
Attn: Copyright Attorney
450 Seventh Avenue, 40th Floor
New York, NY 10123
Fax: (212) 216-9559]
21. Dispute Resolution, Class Action Waiver and Arbitration. The Agreement shall be treated as though it were executed and performed in New York, NY and shall be governed by and construed in accordance with the laws of the State of New York (without regard to conflict of law principles). Should a dispute arise concerning the GeoInvesting™ Offerings, the terms and conditions of the Agreement or the breach of same by any party hereto: (a) the parties agree to submit their dispute for resolution by arbitration before a reputable arbitration organization as mutually agreed upon by the parties; and (b) each User agrees to first commence a formal dispute proceeding by completing and submitting an Initial Dispute Notice which can be found Here. We may choose to provide petitioning Users with a final written settlement offer after receiving such User’s Initial Dispute Notice (“Final Settlement Offer”). If we provide a petitioning User with a Final Settlement Offer and that User does not accept it, or we cannot otherwise satisfactorily resolve that User’s dispute and that User wishes to proceed, that User must submit its dispute for resolution by arbitration before a reputable arbitration organization as mutually agreed upon by the parties, in that User’s county of residence, by filing a separate Demand for Arbitration, which is available Here. If the arbitrator awards a User relief that is greater than our Final Settlement Offer, then we will pay all filing, administration and arbitrator fees associated with the arbitration and, if that User retained an attorney to represent it in connection with the arbitration, we will reimburse any reasonable attorneys’ fees that such User’s attorney accrued for investigating, preparing and pursuing the claim in arbitration. Any award rendered shall be final and conclusive to the parties and a judgment thereon may be entered in any court of competent jurisdiction. Nothing contained herein shall be construed to preclude any party from: (i) seeking injunctive relief in order to protect its rights pending an outcome in arbitration; and/or (ii) pursuing the matter in small claims court rather than arbitration. Although we may have a right to an award of attorneys’ fees and expenses if we prevail in arbitration, we will not seek such an award from any User unless the arbitrator determines that such User’s claim was frivolous.
To the extent permitted by law, each User agrees that it will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that it may have against GeoInvesting™ and/or its employees, officers, directors, members, representatives and/or assigns. Each User agrees to the entry of injunctive relief to stop such a lawsuit or to remove it as a participant in the suit. Each User agrees to pay the attorney’s fees and court costs that GeoInvesting™ incurs in seeking such relief. This provision preventing Users from bringing, joining or participating in class action lawsuits: (A) does not constitute a waiver of any User’s rights or remedies to pursue a claim individually and not as a class action in binding arbitration as provided above; and (B) is an independent agreement. Any User may opt-out of these dispute resolution provisions by providing written notice of her/his decision within thirty (30) days of the date that it first accesses the Site.
22. Contact Us. Please send any questions or comments regarding the GeoInvesting™ Offerings, or any other related matter (including all inquiries unrelated to copyright infringement): (a) by mail to: 4440 Township Line Road, Suite 103, P.O. Box 536, Skippack, PA 19474; (b) by email to: email@example.com; or (c) call us at: (800) 891-1526.