Terms and conditions

TERMS AND CONDITIONS OF USE OF THIS WEBSITE

Before using this Website please read these Terms and Conditions of Use (the “Terms”) carefully.  Any use of this Website will constitute your understanding and acceptance of the Terms.  If you do not accept the Terms stated herein, do not use this Website.  This Website is owned and operated by Toroso Investments, LLC (“Toroso”), either alone or in conjunction with its affiliates, agents and partners.  Toroso reserves the right, in its sole discretion, without any obligation or notice requirement, to amend, alter, modify, add, update, or remove portions of these Terms at any time, and any such changes will be effective upon posting to the Website.  You are responsible for reviewing the Terms periodically and your continued use of the Website constitutes your acceptance of all such changes.  Consequently, we suggest that you check these Terms periodically for any changes.  These Terms supplement any other agreements between you and Toroso or its affiliates.  If there is any conflict between these Terms and your other agreements with Toroso or its affiliates, those agreements will govern.

TERMINATION

Toroso expressly reserves the right to monitor any and all use of the Website, to exclude you and any other person from using this Website, and to terminate your access to this Website.  Upon termination, you must destroy all materials obtained from this Website and all copies of those materials, whether or not they were made under these Terms.  You also agree that Toroso will not be liable to you or any third party for any termination of your access to this Website.  All provisions in the Terms that by their nature should survive termination will survive termination, including, but not limited to provisions concerning indemnification, disclaimers, limitations on liability, and termination.

INTENDED AUDIENCE

The information provided on this Website is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation, or which would subject Toroso or its affiliates to any registration requirement within such jurisdiction or country.  Toroso is a Delaware Limited Liability Company registered with the U.S. Securities and Exchange Commission as an investment adviser pursuant to the Investment Advisers Act of 1940.  Toroso does not claim that the products or services described in this website are available in any particular jurisdiction or appropriate for any particular investor.  If you choose to access this Website from a location other than the United States, you do so at your own initiative, and you are responsible for compliance with any applicable local laws.

NO OFFER OR ADVICE

Neither this Website nor anything on this Website constitutes an offer to sell, a solicitation of an offer to buy, or a recommendation of any security or any other product or service by Toroso or any other third party regardless of whether such security, product or service is referenced on or through this Website.  Furthermore, nothing on this Website is intended to provide tax, legal, or investment advice and nothing on this Website should be construed as a recommendation to buy, sell, or hold any investment or security or to engage in any investment strategy or transaction.  Toroso does not represent that the securities, products, or services discussed on or accessible through this Website are suitable for any particular investor.  You are solely responsible for determining whether any investment, investment strategy, security or related transaction is appropriate for you based on your personal investment objectives, financial circumstances and risk tolerance.  You should consult your business advisor, attorney, or tax and accounting advisor regarding your specific business, legal or tax situation.

TIMELINESS OF CONTENT

All content on this Website is presented as of the date published or indicated, and may be superseded by subsequent market events or for other reasons.  Additionally, you are responsible for setting the cache settings on your browser to ensure you are receiving the most recent data.  We undertake no responsibility to notify you of changes to the Website or its content and expressly reserve the right to change such information, including any opinions or forecasts, at any time without notice.

DISCLAIMERS, LIMITATIONS ON LIABILITY AND INDEMNIFICATION

All information and content on this Website is subject to applicable statutes and regulations, furnished on an “as%u2010is” and “as available” basis, without warranty of any kind, expressed or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non%u2010infringement.  Toroso does not warrant that the Website will meet your needs, be error-free, be corrected promptly if an error exists, continuous, uninterrupted, secure, or contain no computer viruses or other harmful content.  You assume the entire cost of any necessary servicing, repairing, or correcting of your property or operations as a result of using this Website.  Furthermore, Toroso makes no representations or warranties about the accuracy, reliability, completeness, or timeliness of any material, services, software, texts, graphics, photographs, or links contained on this Website or any results that may be obtained from using this Website.  You also accept at your own risk that the Internet or other online communications medium may not perform as intended as a result of human, mechanical, or other error, despite the efforts of Toroso, you, or any third party.  Any commentaries, articles or other opinions herein are intended to be general in nature and for current interest.Decisions based on information contained in this Website are your sole responsibility, and in exchange for using this Website, you agree to hold Toroso, its directors, officers and employees harmless against any claims for damages arising from any decision that is made based on such information.  Toroso and its directors, officers, or employees will not be liable or have any responsibility of any kind for any loss or damage that you incur arising from or in connection with:

  • any delay, termination, failure, defect, or interruption in the transmission of this website;
  • any inaccuracy, error, unavailability, or incompleteness in the transmission of this website;
  • any termination or interruption of your access to this website;
  • your reliance on or use of this website;
  • any e-mail requests, orders, or instructions you send, or the interception by third parties of any requests, orders, or instructions you send via e-mail;
  • any act or omission of Toroso in making this website available to you; or
  • any other cause relating to your access to or use of this website, whether or not the circumstances giving rise to such cause may have been within the control of Toroso or within the control of any other party providing software or services support for this website.

Furthermore, Toroso and its directors, officers, or employees will not be liable to you in contract, tort, strict liability, or otherwise for any direct, indirect, special, punitive, consequential, or incidental damages related in any way to your use of this Website including, but not limited to, (i) loss of anticipated profits, benefits, use, or data, or (ii) injury caused by any performance, failure of performance, error, omission, interruption, deletion, defect, computer virus or worm, communications line failure, theft or destruction or unauthorized access to, alteration of, or use of information, resulting from the use of or access to this Website, even if (i) such damages are reasonably foreseeable, or (ii) Toroso or any other party has been advised of the possibility of such damages.  It is possible that all or a portion of the forgoing disclaimers or limitations of liability may not be enforceable in the jurisdiction in which you reside.You agree to indemnify, defend, and hold harmless Toroso and its affiliates, officers, directors, employees, and agents, including their affiliates, from and against any and all claims, liabilities, damages, losses, actions, demands or expenses, including attorney fees and costs, arising out of or in any way connected with your access to or use of this Website or your breach of these Terms.  Toroso will notify you of any such claim, suit, or proceeding and may assist you, at your expense, in defending against any such claim, suit or proceeding.

USE OF LINKS TO OTHER WEBSITES

This Website may contain links to third-party websites.  These links are provided solely as a convenience to you and does not imply an affiliation, sponsorship, endorsement, approval, investigation, verification, or monitoring by Toroso of the contents on such third-party websites.  Toroso is not responsible for the content of any website owned by a third party that may be linked to this Website regardless of whether the link is provided by Toroso or a third party.  Toroso does not prepare or maintain, has not and will not review or update, and does not guarantee the accuracy, timeliness, completeness, suitability, reliability, or usefulness of any information contained on a linked third-party website.  If you decide to access linked third-party websites, you do so at your own risk.  Furthermore, no representation or warranty is provided for any software that you may download from a link from this Website.

THIRD PARTY CONTENT

Through this Website, you may have access to information relating to securities, indexes or the securities markets (“Market Data”).  Toroso may compile or obtain this Market Data from third parties who are independent of Toroso.  Even though the sources of the Market Data provided on this Website are believed to be reliable, Toroso is not responsible for, and makes no warranty with respect to the contents, accuracy, completeness, timeliness, suitability, or reliability of the Market Data.  The Market Data that may be provided is not a complete summary or statement of all available information or data.  Toroso makes no express or implied representations or warranties, including but not limited to warranties of merchantability or fitness for a particular purpose, with respect to Market Data.Any Market Data and other information accessible through this Website are for personal, non%u2010commercial use.  You agree not to reproduce, modify, sell, distribute, broadcast, publish, or use for any commercial or unlawful purpose any Market Data or other information you access through this Website.  Any Market Data is provided “as is” and on an “as available” basis.  Toroso will not be responsible for lost profits, trading losses, or any other damages resulting from inaccurate, defective, or unavailable Market Data or other information.  Toroso is not obligated to update or to continue to offer Market Data or other information accessible through this Website.

ELECTRONIC COMMUNICATIONS

To the extent electronic mail is submitted to or through this Website, it should be considered neither secure nor confidential.  Toroso makes no representation whatsoever concerning the security or confidentiality of your electronic messages and makes no representation that any electronic messages submitted through this Website will be received by Toroso.  Delivery, and timely delivery, of electronic mail is not guaranteed.  Do not send sensitive or confidential information to us via electronic mail.  Toroso therefore recommends that you do not send time sensitive or action%u2010oriented messages to us via electronic mail.  Such requests, orders, or instructions will not be processed until Toroso can confirm your instructions or obtain appropriate written documentation where necessary.Furthermore, any communications or material you transmit to or through this Website by electronic mail or otherwise, including, but not limited to, data, questions, comments, or suggestions will be treated as non-confidential and nonproprietary and will become the property of Toroso.  Such communications or materials may be used for any purpose, including, but not limited to, reproduction, disclosure, transmission, publication, broadcast and posting.  Further, Toroso reserves the right to use any ideas, concepts, know%u2010how, or techniques contained in any electronic communication you send to this Website for any purpose whatsoever.

INTELLECTUAL PROPERTY

All copyrights, trademarks, logos, service marks, trade names, or other intellectual property displayed on, or used in conjunction with this Website are proprietary to Toroso.  Any third-party trademarks, logos, service marks, or trade names on this Website are used for identification purposes only and are the property of their respective owners.  The content of this Website is protected by applicable intellectual property law.  Toroso reserves all rights with respect to intellectual property ownership of all material on this Website, and will enforce such rights to the full extent permissible by law. The material accessible on or through this Website is accessible for personal browsing and printing purposes only. Users of this Website may not otherwise:

  • copy, reproduce, modify, sell, republish, post, transmit, or distribute in any way material from this Website without the express, written permission of Toroso;
  • use, copy, modify, or display any Toroso name, logo, text, or graphic image without Toroso’s express, written permission;
  • display any of the pages, text, images, or other content on this Website using “framing” technology without Toroso’s express written permission;
  • modify or use the pages, text, images, or other content from this Website for any purpose other than browsing or printing for personal, non%u2010commercial use; or
  • take any action to create an impression of affiliation, sponsorship, or endorsement between any user and/or website and Toroso.

LIMITED LINKING LICENSE FOR OTHER USERS AND WEBSITES

Toroso grants to other users and websites, a Limited License to link to Toroso’s homepage (www.torosoinv.com).  This Limited License entitles other users and websites to link to Toroso’s homepage only, so long as no impression of affiliation, sponsorship or endorsement by or between Toroso and the other user or website is created.  Linking to other content within this Website is prohibited without the express written permission of Toroso.  This Limited License expressly prohibits the framing of the content contained in this Website in any way or any other activity that may create a misimpression or confusion among users with respect to sponsorship or affiliation.  Any website offering a link to this Website under this Limited License must deliver our homepage address as stated above.

PROHIBITED USES

You may not use this Website to gain unauthorized entry into Toroso’s Website, computer systems or networks connected to this Website or Toroso’s computer systems through hacking, password mining, or any other means.  Furthermore, you may not use this Website in any manner that could damage or overburden any Toroso server, or any network connected to any Toroso server, or in any manner that would interfere with another party’s use of the Website.  You may not, without the express written permission of Toroso, use any robot, spider, intelligent agent, other automatic device, or manual process to search, monitor or copy this Website or the reports, data, information, content, software, products, services, or other materials on, generated by or obtained from this Website, whether through links or otherwise, provided that generally available third%u2010party web browsers may be used without such permission.Unless expressly authorized by Toroso in writing or as otherwise allowed by these Terms, you may not include the term “Toroso Investments” or any Toroso executive’s name or any Toroso logo, trademark, service mark, or any variation of the foregoing, on another website or as a meta%u2010tag, hidden textual element or use this Website or any of its content in any manner that could create the impression of an affiliation, sponsorship or endorsement by Toroso.

GOVERNING LAW AND SEVERABILITY

These Terms will be governed and construed under the laws of the State of New York and the applicable provisions of U.S. federal law without regard to conflicts of law.  To the extent that the applicable laws of the State of New York or any of the provisions herein conflict with the applicable provisions of U.S. federal law, the latter shall control.  Any legal action relating to these Terms shall be instituted in any State or U.S. federal court in the City of New York and County of New York and you waive any objection which you may now or hereafter have to the laying of venue of any such proceeding and irrevocably consent and submit to the personal jurisdiction of those courts for the purposes of litigating any such action.Nothing in these Terms creates any rights or protections that you are not already entitled to by law.  If any part of these Terms is held invalid, void, unlawful or unenforceable, that part will be deemed modified as necessary to make it effective, and the remaining provisions of these Terms will remain in full force and effect.  No waiver of any term or provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision.  Except as expressly provided in Toroso’s Privacy Policy, these Terms constitute the entire agreement between you and Toroso with respect to the use of this Website.