We Welcome You and thank you for your interest in the Equity Cap Lending Website, owned and operated by Equity Cap Lending, Inc. (“Equity Cap Lending”, “Company”, “We”, “Our”, or “Us”). Please read these Terms of Service (the “Agreement” or “Terms”) carefully before using the services offered by Equity Cap Lending. This Agreement sets forth the legally binding terms and conditions for your use of the Website at www.EquityCapLending.com , all other Websites owned and operated by Equity Cap Lending that redirect to www.EquityCapLending.com ,and all of the subdomains (collectively, the “Website”, and the service owned and operated by the Company (together with the Website, the “Service”. By accessing, browsing or using the Service in any manner, including, but not limited to, visiting or browsing the Website or contributing content, information, or other materials or services to the Website, you agree to be bound by this Agreement, the Privacy Policy, and all other operating rules, policies and procedures that may be published by Equity Cap Lending from time to time on the Website (collectively, the “Published Information”, each of which is incorporated by reference and each of which may be updated by Equity Cap Lending from time to time without notice to you.

Your use of the Website and Service is governed by the then current version of the Agreement in effect on the date of such use. Equity Cap Lending may, at its sole discretion, modify and replace the Agreement at any time and without prior notice to you by posting the updated Agreement on the Website. By using and accessing the Service, you acknowledge and agree to review the then current version of the Agreement prior to each such use. Your continued use of the Service after any modifications to the Terms have been published on the Service or otherwise provided to you constitutes your acknowledgement of, and binding agreement to, the then current Agreement. Notwithstanding the foregoing, the resolution of any dispute that arises between you and Equity Cap Lending will be governed by the Terms in effect at the time the events giving rise to such dispute occurred.

Please also note that the terms and conditions of this Agreement are in addition to any other agreements between you and Equity Cap Lending, including any customer, account or marketing agreements, and any other agreements that govern your use of products, services, content, tools, and information available on the Website. This Agreement does not alter in any way the terms or conditions of any other agreement you may have with Equity Cap Lending, or its subsidiaries or affiliates, for the Service or otherwise. If you do not agree to all the terms of this Agreement, Equity Cap Lending Privacy Policy and/or any Published Information, you are not eligible to participate in Equity Cap Lending Service or otherwise use this Website. This Agreement applies to all users of the Website or Service, including investment managers (“Managers”), investors, including Accredited Investors, as defined by SEC Regulation D Rule 501 (collectively, “Investors”), and visitors to the Website, who in any way use the Website or Service provided by Equity Cap Lending (in each case, a “User”). Nothing in these Terms of Service shall be deemed to confer rights on Users or third parties.

Furthermore, Equity Cap Lending takes the privacy of its Users very seriously. Please read Equity Cap Lending Privacy Policy, which is hereby incorporated into these Terms by reference, carefully for information relating to our collection, use and disclosure of your personal information.

Reserved Rights

Equity Cap Lending further reserves the right, in its sole discretion, to block or otherwise discontinue your access and use of the Website at any time and for any reason including but not limited to, for scheduled or unscheduled maintenance, upgrades, improvements or corrections. You agree that Equity Cap Lending and its subsidiaries and affiliates will not be liable to you, or to any third party for any such modification, suspension or discontinuance.

Authorized User

The Service is available only to individuals who are at least 18 years old (and at least the legal age in your jurisdiction). You represent and warrant that if you are an individual, you are at least 18 years old and of legal age in your jurisdiction to form a binding contract, and that all registration information you submit is accurate and truthful. Equity Cap Lending may, in its sole discretion, refuse to offer the Service to any person or entity. The Service is not available to any Users suspended or removed from the Website or Service by Equity Cap Lending. By using the Service, you represent that you have not been previously suspended or removed from the Website or Service.

Some of our services, and certain web pages of the Website, are available only to those Users who have been authorized by us to access those services and web pages. Only Users of the Service who are Accredited Investors as defined in Regulation D Rule 501 adopted pursuant to the Securities Act of 1933 (“Accredited Investors”) with a valid User ID and password are authorized to access such services and web pages. Such authorization may require completion of an Accredited Investor Questionnaire and satisfactory background information screening and/or identification verification. By registering for, accessing, browsing, and/or otherwise using the services and/or web pages for which access is restricted to Accredited Investors, you represent and agree that you are an Accredited Investor. Should you cease to be an Accredited Investor at any time, you agree to immediately notify Equity Cap Lending and to refrain from accessing such restricted portions of the Website and/or Service. Further, because access to the restricted portions of the Website is limited by applicable law to Accredited Investors, you agree that you will not allow anyone to access such restricted portions of the Website, or share or disclose any information obtained through restricted portions of the Website with anyone, regardless of whether you believe such person or entity to also be an Accredited Investor.

As part of Equity Cap Lending’ authorization process, each user shall be required to provide, among other things, a valid email address. In providing your email address and agreeing to these Terms of Service, each authorized user consents to receiving email notifications from Equity Cap Lending concerning offerings. Additionally, users of the restricted portions of the Website are required to confirm their status as an Accredited Investor. In order for Equity Cap Lending to confirm that your representation regarding your status as an Accredited Investor is accurate when made and continues to be accurate from time to time, you agree to provide Equity Cap Lending with all information and documentation reasonably required by Equity Cap Lending to verify your status as an Accredited Investor, including without limitation, delivering a completed Accredited Investor Questionnaire, tax returns, brokerage statements, bank statements, resumes and other private financial information. Should you fail to provide information and documentation that confirms your status as an Accredited Investor; Equity Cap Lending may immediately suspend, block or otherwise discontinue your access and use of the Website or Service. Equity Cap Lending may change its eligibility criteria at any time, for any reason, and without prior notice.

No Solicitation or Advice

None of the information contained in the publicly available portions of the Website constitutes a recommendation, solicitation or offer to buy or sell any securities, options or other financial instruments or other assets or provide any investment advice or service. The information contained in the Website has been prepared without reference to any particular User’s investment requirements or financial situation. The information and services provided on the Website are not provided to, and may not be used by, any person or entity in any jurisdiction where the provision or use thereof would be contrary to applicable laws, rules or regulations of any governmental authority or where Equity Cap Lending is not authorized to provide such information or services. Some products and services described on the Website may not be available in all jurisdictions or to all clients.

You acknowledge that you are not relying on Equity Cap Lending or any of its affiliates, officers, directors, partners, agents or employees in making an investment decision. Always consider seeking the advice of a qualified professional before making decisions regarding your business and/or investments. Equity Cap Lending does not endorse any investments and shall not be responsible in any way for any transactions you enter into with other Users. You agree that Equity Cap Lending and its affiliates, officers, directors, partners, agents or employees will not be liable for any loss or damages of any sort incurred as a result of any interactions between you and other users.

Unauthorized Use

Unauthorized use of the Website and our Service, including, but not limited to, unauthorized entry into our systems, the misuse or sharing of passwords or misuse of any other information, is strictly prohibited. You may not use the Website in any manner that could damage, disable, overburden, or impair the Service or interfere with any other party’s use and enjoyment of the Service. You agree that you will not engage in any activities related to the Website that are contrary to applicable laws or regulations. You may be liable for any losses incurred by Equity Cap Lending or others due to any unauthorized use of your account.

You further agree that you are responsible for any unauthorized use of your password that is made before you have notified us and we have had a reasonable opportunity to act on that notice. Equity Cap Lending reserves the right at its discretion to suspend or cancel your account and/or password, even without receiving such notice from you, if we suspect that it is being used in an unauthorized or fraudulent manner.

You are solely responsible for maintaining the confidentiality of your account and password and agree to promptly report any unauthorized or suspicious activity in your account to us by email at [email protected]. You may also be liable for any losses incurred by Equity Cap Lending or others due to any unauthorized use of your account.

 

Prohibited Activities

You agree that you are responsible for your own conduct while using the Website or Service and for any consequences thereof. You agree to use the Service only for purposes that are legal, proper and in accordance with this Agreement, the Equity Cap Lending Privacy Policy, any Published Information and any applicable law, rules or regulations (including without limitation the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Company Act of 1940, the Investment Advisers Act of 1940, any applicable state “Blue Sky” laws, any other applicable United States federal or state securities laws, regulations and rules, any securities exchange or self-regulatory organization’s rules or regulations, any consumer protection, unfair competition, and anti-discrimination laws or regulations and any applicable foreign laws). By way of example, and not as a limitation, you agree to not take any action that is listed below:

Infringes Rights.

You agree not to upload, email, post, transmit, submit, or otherwise make available through the Website or Service any material or content that infringes any patent, trademark, copyright, trade secret or other proprietary right of any party, unless you are the owner of such rights or have the permission of the owner to post such content. You further agree to not take any action that infringes any patent, trademark, trade secret, copyright, right of publicity, or other right of any other person or entity, or violates any law or contract, including removing any copyright, trademark or other proprietary rights notices contained in or on the Website or Service.

Information Disclosure
You agree not to share or disclose to anyone any information obtained through the Website or Service about any investment offerings. Distribution without Consent You agree not to distribute in any medium any part of the Website or Service or any content available thereon without Equity Cap Lending’ prior written authorization. The only exceptions are where Equity Cap Lending makes available the means for such distribution through functionality offered by the Service.

You agree not to distribute in any medium any part of the Website or Service or any content available thereon without Equity Cap Lending’ prior written authorization. The only exceptions are where Equity Cap Lending makes available the means for such distribution through functionality offered by the Service.

Alterations or Modifications.                                                                                                         

You agree not to alter or modify any part of the Website or Service.
Submitting False, Defamatory or Harassing Information. You agree not to upload, post, email, transmit or submit or otherwise make available through the Website or Service any inappropriate, defamatory, infringing, obscene, false, misleading, inaccurate, harassing, threatening or unlawful material or content or imply that such content is sponsored or endorsed by Equity Cap Lending, any of its affiliates or any third parties. You further agree not to take any action that would defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others. Submitting False, Defamatory or Harassing Information. You agree not to upload, post, email, transmit or submit or otherwise make available through the Website or Service any inappropriate, defamatory, infringing, obscene, false, misleading, inaccurate, harassing, threatening or unlawful material or content or imply that such content is sponsored or endorsed by Equity Cap Lending, any of its affiliates or any third parties. You further agree not to take any action that would defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others. Submitting False, Defamatory or Harassing Information. You agree not to upload, post, email, transmit or submit or otherwise make available through the Website or Service any inappropriate, defamatory, infringing, obscene, false, misleading, inaccurate, harassing, threatening or unlawful material or content or imply that such content is sponsored or endorsed by Equity Cap Lending, any of its affiliates or any third parties. You further agree not to take any action that would defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.

Unlawful Purposes
You agree not to use the Website or Service for any illegal or unauthorized purpose (including, without limitation, in violation of any United States federal and state securities or blue-sky laws or regulations, securities exchange or self-regulatory organization’s rules or regulations, consumer protection, unfair competition, and anti-discrimination laws or regulations or equivalent laws or regulations in foreign jurisdictions).

Transfers or Assignments
You agree not to transfer or assign these Terms, and any rights and licenses granted hereunder.

Non-Public Areas
You agree not to access, tamper with, or use non-public areas of the Website or Service or any other computer systems or networks connected to the Service.

Breach of Security Measures
You agree not to breach any of Equity Cap Lending security or authentication measures.

Unauthorized Access or Contact
You agree not to gain unauthorized access to the Website, Service, any other Equity Cap Lending Website or service, or the computer systems or networks connected to the Service through hacking, password mining or any other means. You further agree not to contact any party or user other than as allowed through the Website or Service.

Generate Artificial Traffic
You agree not to use the Service to artificially generate traffic or page links to a website or for any other purpose not expressly allowed under these Terms of Service.

Commercial Uses
You agree not to use the Service for any commercial uses or purposes, unless you obtain Equity Cap Lending prior written consent and approval. Such commercial uses include but are not limited to: (i) soliciting other Users for investments of any kind; (ii) offering or selling any products or services of any kind; (iii) making investment recommendations to other Users; and (iv) advertising, sponsorships, or promotions placed on or within the Website or Service.

Unlawful Schemes or Activities
You agree not to upload, post, email or transmit, or otherwise make available through the Website or Service any materials that promote pyramid schemes, chain letters or disruptive commercial messages or advertisements, or anything   else prohibited by law, these Terms, the Privacy Policy or any Published Information.   You further agree not to promote or provide instructional information about illegal activities or promote physical harm or injury against any group or individual.

Disabling Security Features
You agree not to circumvent, disable or otherwise interfere with security-related features of the Service or any other computer systems or networks connected to the Service. You also agree not to circumvent, disable or otherwise interfere with features that prevent or restrict use or copying of any material or content or enforce Service or content use limitations.

Impersonation
You agree not to impersonate any person or entity, including any employee or representative of Equity Cap Lending, or falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of any materials.

Other
You agree not to: (i) use the Service or take any action that imposes or may impose (as determined by Equity Cap Lending in its sole discretion) an unreasonable or disproportionately large load on Equity Cap Lending’ or its third-party providers’ infrastructure or that could damage, disable, overburden, or impair the Service, or interfere with any other party’s use and enjoyment of the Service; (ii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; (iii) bypass any measures the Company may use to prevent or restrict access to the Service (or other accounts, computer systems, or networks connected to the Service); (iv) run Mail list, Listserv, or any form of auto-responder or “spam” on the Service; (v) use any robot, spider, Website search/retrieval application, or other device to retrieve or index any portion of the Service or collect information about its Users for any unauthorized purpose; or (vi) transmit any viruses, worms, defects, Trojan horses, or any items of a destructive nature.

Account Information

If you create an account and become a registered user of the Service, you agree to (i) provide accurate, current and complete information about you as may be prompted at registration (“Account Information”); (ii) maintain the security of your password and identification; (iii) maintain and promptly update your Account Information, and any other information that you provide to Equity Cap Lending, to keep it accurate, current and complete; and (iv) accept all risks of unauthorized access to your Account Information and any other information you provide to Equity Cap Lending.

Proprietary Rights

All rights, title and interest in the Website and the Services is the exclusive property of Equity Cap Lending and its licensors, except as otherwise stated. The visual interfaces, graphics, design, systems, methods, information, computer code, software, services, “look and feel”, organization, compilation of the content, code, data, and all other elements of the Website (collectively, the “Equity Cap Lending Proprietary Property”) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any User Content (as defined below), all Equity Cap Lending Proprietary Property is the copyrighted property of Equity Cap Lending, its affiliates and/or third-party licensors. Your access to or use of the Services does not grant you to ownership of any content, code, data or any part of the Equity Cap Lending Proprietary Property. Any commercial or promotional distribution, publishing or exploitation of the Equity Cap Lending Proprietary Properties strictly prohibited unless you have received express, prior written permission from Equity Cap Lending or the otherwise applicable rights holder. Equity Cap Lending reserves all rights to the Equity Cap Lending Materials not expressly granted in the Terms.

Unless otherwise specified and except for any User Content (as defined below) published or made available on or through the Services, all content available on the Website is for your personal and non-commercial use only. All such content, including, without limitation, articles, documents, brochures, presentations, pictures, images, audiovisual works, other informational materials and any user comments (collectively, the “Services Content”), is owned or controlled by Equity Cap Lending, its affiliates or its licensors, and is protected by copyright and other intellectual property laws. Subject to the foregoing, you may print, copy and download any information or portion of such Services Content for your personal, non-commercial use only, provided that you retain all copyright and proprietary notices that are contained in such portion of the Services Content. You expressly acknowledge that you do not acquire any ownership rights in the Services Content by downloading any copyrighted material from or through the Services. You may not modify, copy, distribute, share, disclose, transmit, display, perform, reproduce, publish, license, frame, create derivative works from, transfer, or otherwise use the Services Content in any other way for commercial or public purposes without Equity Cap Lending’s prior written approval, except as permitted on or through the Services or as otherwise permitted by applicable law.

All trademarks, service marks, logos, and trade names contained in the Equity Cap Lending Materials and/or the Services Content are proprietary to their respective owners. You are prohibited from using any such trademarks, service marks, logos, and trade names for any purpose, including but not limited to use as meta-tags on your or third parties’ websites, without prior written permission from the their respective owner(s).

User Content

The Service may allow you and other Users to submit, post, transmit and share content with other users, which may include, without limitation, personal and representative profiles and information sheets on certain private companies or other issuers, streaming feeds articles, documents, brochures, presentations, pictures, images, audiovisual works, other information materials and any user comments or other unedited or third party content submitted by you and other Users on or through the Services (collectively, “User Content”). With respect to such User Content submitted by you or any other Users of the Website or Service, you represent, warrant and affirm as follows:

User Content is made available on or through the Service for informational purposes only and is not otherwise controlled by Equity Cap Lending. You understand that Equity Cap Lending does not guarantee any accuracy or confidentiality with respect to any such User Content,and strongly recommends that you think carefully about what you transmit, submit or post to or through the Service.

User Content you submit to the Service or Equity Cap Lending’ or any Equity Cap Lending licensee’s use of such User Content pursuant to these Terms, will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) violate any applicable laws, rules or regulations (including, without limitation, United States federal and state securities or blue sky laws or regulations, securities exchange or self-regulatory organization’s rules or regulations, or equivalent laws or regulations in foreign jurisdictions); or (iii) require obtaining a license from or paying any fees and/or royalties by Equity Cap Lending to any third party for the performance of any services you have chosen to be performed by Equity Cap Lending or for the exercise of any rights granted in these Terms, unless you and Equity Cap Lending otherwise agree.
All User Content and any information contained in such User Content are the sole responsibility of the person(s) who originated such User Content. This means that you, and not Equity Cap Lending, are entirely responsible for all User Content that you upload, post, transmit, or otherwise make available through the Service as well as any consequences of submitting and publishing your User Content on the Service. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish User Content you submit; and you license to Equity Cap Lending all patent, trademark, trade secret, copyright or other proprietary rights in and to such User Content for publication on the Service pursuant to these Terms of Service.

By submitting User Content to Equity Cap Lending, you hereby grant Equity Cap Lending and its affiliates, sublicenses, partners, designees, and assignees a worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Content in connection with the Service and Equity Cap Lending’ (and its successors’ and affiliates’) business, including without limitation for promotion and redistribution of part or all of the Service (and derivative works thereof) in any media formats and through any media channels.
You hereby grant each User of the Service a non-exclusive license to access your User Content through the Service, and to use, reproduce, distribute, display and perform such Content as permitted through the functionality of the Service and under these Terms of Service. The above licenses granted by you in User Content you submit to the Service terminate within a commercially reasonable time after you remove or delete your User Content from the Service. You understand and agree, however, that Equity Cap Lending may retain, but not display, distribute, or perform, server copies of your User Content that has been removed or deleted.

You may be exposed to User Content that is, without limitation, inaccurate, inappropriate, misleading, unlawful, offensive or otherwise objectionable and Equity Cap Lending makes no representations or warranties regarding any User Content, is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to any User Content and does not endorse any User Content submitted to the Service by any user or other licensor, as well as any opinion, recommendation, or advice expressed therein and all such content is offered “AS IS” and “AS AVAILABLE”.

Copyright Policy

Equity Cap Lending does not permit infringement of intellectual property rights on the Website or Service, and Equity Cap Lending will remove copyright infringing activities or related User Content if Equity Cap Lending is properly notified that such User Content infringes on another’s intellectual property rights. If you believe that your work has been copied in a way that constitutes copyright infringement, or that any material on the Website violates this Agreement or your intellectual property rights, please notify Equity Cap Lending as soon as possible by sending an email to  [email protected], or by contacting Equity Cap Lending’ Agent (listed below), with the following information pursuant to the Digital Millennium Copyright Act (“DMCA”) (please confirm these requirements with your legal counsel, or see the U.S. Copyright Act, 17 U.S.C.§512(c)(3), for more information): (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the Website, sufficient for Equity Cap Lending to locate the material; (iv) your contact information, including your address, telephone number, and email address; (v) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you that the information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Pursuant to Section 512(c)(2) of the DMCA, Equity Cap Lending’ designates the following agent to receive notifications of claimed infringement:

For the avoidance of doubt, only DMCA notices should go to Equity Cap Lending’ Designated Copyright Agent. You acknowledge that if you fail to comply with all of the requirements of this section, your DMCA notice may not be valid. We reserve the right to remove User Content alleged to be infringing or otherwise illegal without prior notice and at our sole discretion. In appropriate circumstances, Equity Cap Lending will also terminate a User’s account if the user is determined to be a repeat infringer.

Interactions with Other Users

The Website and/or Service may allow you to correspond or otherwise interact with other Users who may provide you with investments, investment information, advice, services and/or events, or provide you with other information about various companies or organizations. You acknowledge that such other Users are not affiliated with or controlled by Equity Cap Lending or its affiliates, and Equity Cap Lending cannot influence the investments, information, advice or services provided by them. Your correspondence or interaction with other Users is solely between you and such other Users. You agree that Equity Cap Lending and its affiliates will not be responsible or liable for any loss or damage of any sort incurred as the result of any interactions between you and other Users. Furthermore, if you provide any investments, information, advice or services to other Users through the Services, you acknowledge that you are not affiliated with, or controlled or influenced in any way by, Equity Cap Lending or its affiliates.

If you have a dispute with one or more Users, you irrevocably and forever release Equity Cap Lending (and Equity Cap Lending’ affiliates, officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.

Third Party Content

The Website may contain content from and links to third party websites or content that is not owned or controlled by Equity Cap Lending (collectively, “Third Party Content”). Equity Cap Lending does not control, endorse, investigate or adopt any Third- Party Content, and assumes no responsibility for any Third-Party Content, or the accuracy, availability, privacy policies, or practices of such content. In addition, Equity Cap Lending will not and cannot censor or edit such Third-Party Content and makes no representations or warranties of any kind regarding the Third-Party Content, including with respect to accuracy or completeness. By using the Service, YOU EXPRESSLY RELIEVE EQUITY CAP LENDING FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF ANY CONTENT OR THIRD-PARTY CONTENT. Accordingly, we encourage you to be aware when you leave the Equity Cap Lending Website and to read the terms and conditions and privacy policy of every other Website that you visit. Users use such Third Party Content at their own risk.

Use of Links

The Website may permit you to link to other Websites or resources on the Internet, and other Websites or resources may contain links to the Website. When you access third party Websites, you do so at your own risk. These other Websites are not under Equity Cap Lending’ control, and you acknowledge that Equity Cap Lending is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such Websites or resources. The inclusion of any such link does not imply an affiliation, sponsorship, or endorsement by Equity Cap Lending or any association with its operators. You further acknowledge and agree that Equity Cap Lending shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any information, goods or services available on or through any such Website or resource. You should also be aware that the terms and conditions and privacy policy of such Websites may be different from those applicable to your use of the Equity Cap Lending Website and Service.

Account Termination

Equity Cap Lending reserves the right – without cause or notice to you – to terminate or suspend your access to some or all of the Website, effectively immediately, if you engage in activities that we conclude, in our discretion, breach these Terms of Service, our Privacy Policy or any Published Information. Users should also understand that the Terms of Service and Privacy Policy are based in many instances on principles of state and federal law. Users who violate these Terms and our Privacy Policy may be exposed under these state and federal laws to criminal charges, and civil liability to harmed parties for compensatory damages, attorney’s fees, and other sanctions. Equity Cap Lending reserves the right at all times to disclose information it deems necessary to satisfy any applicable law, regulation, legal process, or governmental request.

Equity Cap Lending reserves the right to decide whether User Content violates these Terms of Service for reasons other than copyright infringement, such as, but not limited to, pornography, obscenity, or excessive length. Equity Cap Lending may at any time, without prior notice and in its sole discretion, remove such User Content and/or terminate or suspend a user’s account for submitting such material in violation of these Terms, our Privacy Policy or any Published Information. Additionally, if Equity Cap Lending determines, in our discretion, that it is necessary, we will disable or take other related action concerning accounts that in our view are using excessive bandwidth or other system resources. Upon any termination or expiration of your account and/or your access to the Website or Service, whether by you or Equity Cap Lending, Equity Cap Lending may remove and discard all or any part of any User Content uploaded by you and such User Content may no longer be accessible by you. Equity Cap Lending will have no obligation to maintain any such information in its databases or to forward any such information to you or any third party.

Account termination may result in the forfeiture and destruction of all information associated with your account. If you wish to terminate your account, you may do so by contacting Equity Cap Lending customer service at [email protected] or by deleting your account and discontinuing your use of the Website and Service. Any fees paid to the Company are non-refundable, unless otherwise specified and you shall remain obligated to pay all outstanding charges, if any, relating to your use of the Website or Service incurred prior to such termination. All provisions of these Terms that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

Modification of Agreement

Equity Cap Lending reserves the right, in its sole and absolute discretion and without any prior notice to you, to modify, correct or replace any of the terms of this Agreement, or change, suspend, or discontinue the Service (including without limitation, the availability of any feature, database or content) at any time. Such modification shall become a part of this Agreement and is automatically effective once posted on the Website. This Agreement may not be orally amended. Equity Cap Lending may also impose limits on certain features and services or restrict your access to all or a part of the Service without notice or liability. It is your responsibility to check these Terms periodically for changes. Your continued use of the Service following the posting of any changes to the Terms of Service constitutes your acceptance of those changes.

Fees and Payments

Equity Cap Lending may, now or in the future, charge fees for the use of the Service or certain features thereof. You agree to pay to Equity Cap Lending all applicable fees for the services purchased on or through the Website or Service under your account at the then-current rates for such services (including any applicable taxes). Service fees will be billed at the time you purchase any applicable services. Unless otherwise communicated to you by Equity Cap Lending in writing, all fees and charges are nonrefundable. Equity Cap Lending may change the fees for the use of the Service, or any service or feature provided thereon, or add new fees or charges, at any time. For any change in fees for services purchased under your account, Equity Cap Lending will send you a notice of such change in advance of such change (via email or a message posted on the Website).

Equity Cap Lending will bill all applicable charges through the payment method specified in your account (e.g. a credit card or electronic funds transfer). If you pay any applicable fees with a credit card, Equity Cap Lending may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase. You authorize such credit card account to pay any amounts described herein, and authorize Equity Cap Lending to charge all sums described herein to such credit card account. You agree to provide Equity Cap Lending updated information regarding your credit card and account upon Equity Cap Lending’ request and any time the earlier provided information is no longer valid.

Warranty Disclaimer

YOU AGREE THAT YOUR USE OF THE WEBSITE AND SERVICE AND ANY CONTENT, PRODUCTS, SERVICES, OR FEATURES MADE IN CONJUNCTION WITH OR THROUGH THE SERVICE SHALL BE AT YOUR SOLE RISK AND UNLESS OTHERWISE EXPRESSLY STATED BY EQUITY CAP LENDING, ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE FULLEST EXTENT PERMITTED BY LAW, EQUITY CAP LENDING, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICE AND YOUR USE THEREOF, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COMPLIANCE WITH UNITED STATES FEDERAL AND STATE SECURITIES OR BLUE SKY LAWS OR REGULATIONS, SECURITIES EXCHANGE OR SELF-REGULATORY ORGANIZATION’S RULES OR REGULATIONS, AND EQUIVALENT LAWS OR REGULATIONS IN FOREIGNJURISDICTIONS, CORECTNESS, ACCURACY AND RELABIILITY. EQUITY CAP LENDING HAS NO CONTROL OVER AND NO DUTY TO TAKE ANY ACTION REGARDING AND MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THIS WEBSITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THIS WEBSITE AND ASSUMES NO LIABILITY ORRESPONSIBILITY FOR ANY:

ERRORS, MISTAKES, OR INACCURACIES OF CONTENT,
PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICE, ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE. EQUITY CAP LENDING DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANYHYPERLINKED SERVICES AND EQUITY CAP LENDING WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. EQUITY CAP LENDING AND ITS AFFILIATES HAVE NO SPECIAL RELATIONSHIP WITH OR FIDUCIARY DUTY TO YOU AND WITHOUT LIMITING THE FOREGOING, MAKE NO REPRESENTATION OR WARRANTY WITH RESPECT TO THE MERITS AND RISKS OF ANY INVESTMENTS MADE BY USING OR THROUGH THE SERVICE. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. EQUITY CAP LENDING IS NOT RESPNOSIBLE FOR VERIFYING THAT ANY INVESTOR OR USER IS AN ACCREDITED INVESTOR BEYOND REVIEWING INFORMATION SUBMITTED DIRECTLY TO EQUITY CAP LENDING. EQUITY CAP LENDING DOES NOT RECOMMEND ANY INVESTMENT OPPORTUNITIES SPECIFICALLY TO OR FOR ANY USER OR ENDORSE THEIR SUITABILITY FOR INVESTMENT BY ANY SPECIFIC USER. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

Limitation of Liability

IN NO EVENT SHALL EQUITY CAP LENDING, ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, SUPPLIERS, CONTENT PROVIDERS OR AGENTS, BE LIABLE TO YOU UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICE, FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY:

LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING); ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; OFFENSIVE, INDECENT, OR OBJECTIONABLE CONTENT FROM A VARIETY OF SOURCES TO WHICH YOU ARE EXPOSED BY USING OUR SERVICE. EQUITY CAP LENDING IS NOT RESPONSIBLE FOR THE ACCURACY, USEFULNESS, SAFETY, OR INTELLECTUAL PROPERTY RIGHTS OF OR RELATING TO SUCH CONTENT;
DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY;
PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES;
UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN;
LOSSES CAUSED BY ANY UNAUTHORIZED USE OF YOUR ACCOUNT. YOU MAY BE LIABLE FOR THE LOSSES OF EQUITY CAP LENDING OR OTHERS DUE TO SUCH UNAUTHORIZEDUSE; INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. THIS LIMITATION OF LIABILITY ALSO APPLIES WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY LINKED WEBSITES OR OTHERWISE BY THIRD PARTIES OTHER THAN EQUITY CAP LENDING AND RECEIVED THROUGH THE SERVICES OR ANY LINKED WEBSITES.

IN NO EVENT WILL EQUITY CAP LENDING’ OR ITS AFFILIATES’, CONTRACTORS’, EMPLOYEES’, AGENTS’, OR THIRD-PARTY PARTNERS’ OR SUPPLIERS’ LIABILITY TO YOU FOR DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF THE SERVICE OR YOUR INTERACTION WITH OTHER USERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY, WARRANTY, OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ANY ACCESS TOOR USE OF the SERVICE OR ANY PART THEREOF, OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, EQUITY CAP LENDING’ LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

Indemnification

To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless Equity Cap Lending, its affiliates, officers, directors, employees, contractors, suppliers, representatives and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debts, and expenses (including but not limited to attorney’s fees) arising from or relating to: (i) your use or misuse of and access to the Website, Service, or any content thereon; (ii) your violation of any term of this Agreement, Equity Cap Lending’ Privacy Policy, or any Published Information; (iii) infringement by you or any third party using your account of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your User Content caused damage to a third party.

This defense and indemnification obligation will survive this Agreement and your use of the Service. Equity Cap Lending reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with the Company in asserting any available defenses.

International Use

Accessing the Service is prohibited from territories where the Website, Service or any content thereon is illegal. If you access the Service from other locations, you do so at your own initiative and are responsible for compliance with local laws.

Governing Law; Arbitration

This Agreement (and any further rules, policies, or guidelines incorporated by reference) shall be governed by and construed and enforced in accordance with the laws of the state of Delaware as they apply to agreements entered into and to be performed entirely within Delaware between Delaware residents, without giving effect to any principles of conflicts of law, and without application of the Uniform Computer Information Transaction Act or the United Nations Convention of Controls for International Sale of Goods. By your agreement to the Terms and your use of the Equity Cap Lending’ Service, you agree to submit to personal jurisdiction in Delaware and California for all purposes, and you agree to waive, to the maximum extent permitted by law, any right to a trial by jury for any matter.

The arbitration will be conducted in the English language before a single arbitrator in California. Such arbitration must be commenced within four (4) months after the claim or cause of action arises. Judgment on any award entered by the arbitrator may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, either Equity Cap Lending or you may apply to any court of competent jurisdiction for injunctive relief without breach of this arbitration provision.

Any cause of action arising out of or related to the Service, and all products and services offered via the Equity Cap Lending Website or Service must commence within Four (4) Months after the cause of action accrues. Otherwise, such cause of action is permanently barred. You acknowledge and agree that you may bring claims against Equity Cap Lending only in an individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.

Electronic Delivery and Notice Policy                                                                                                                                           

By using the Service, you consent to receive from Equity Cap Lending, or any of its affiliates, officers, directors, partners, agents, or employees, all communications, including notices, agreements, legally required disclosures, or other information in connection with the Service or investment offerings made available to you via the Service (collectively, “Notice Information”) electronically. Equity Cap Lending may provide the electronic Notice Information by posting them on the Website or sending the Notice Information to the email address you provided to Equity Cap Lending during the account registration process. If you desire to withdraw your consent to receive Notice Information electronically, you must discontinue your use of the Service. Except as explicitly stated otherwise, legal notices will be served, with respect to Equity Cap Lending and the Website or Service, to [email protected]

These Terms of Service, together with the Privacy Policy, Published Information, and any other legal notices published by Equity Cap Lending on the Website, shall constitute the entire agreement between you and Equity Cap Lending concerning the Service and supersedes all prior or contemporaneous communications, agreements and understandings between Equity Cap Lending and you with respect to the subject matter hereof. To the extent these Terms of Service conflict with the terms of our Privacy Policy and the Published Information, these Terms will control. These Terms of Service shall not be assignable by you, either in whole or in part. Equity Cap Lending reserves the right to assign its rights and obligations under these Terms without restriction. The failure of Equity Cap Lending to enforce any right or provision of these Terms of Service will not constitute a waiver of future enforcement of that right or provision. The waiver of such a right or provision may only become effective upon written agreement signed by a duly authorized representative of Equity Cap Lending. The section titles in this Agreement and the Privacy Policy are for convenience only and have no legal or contractual effect. If for any reason any provision of these Terms, or a portion thereof, shall be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms, and the remainder of these Terms shall continue in full force and effect. If any provision of the Terms shall be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from the Terms and will not affect the validity and enforceability of any remaining provisions. A printed version of these Terms shall be admissible in judicial or administrative proceedings.

Governing Law; Arbitration                                                                                                                                                           

These Terms of Service, together with the Privacy Policy, Published Information, and any other legal notices published by  Equity Cap Lending on the Website, shall constitute the entire agreement between you and Equity Cap Lending concerning the Service and supersedes all prior or contemporaneous communications, agreements and understandings between Equity Cap Lending and you with respect to the subject matter hereof. To the extent these Terms of Service conflict with the terms of our Privacy Policy and the Published Information, these Terms will control. These Terms of Service shall not be assignable by you, either in whole or in part. Equity Cap Lending reserves the right to assign its rights and obligations under these Terms without restriction. The failure of Equity Cap Lending to enforce any right or provision of these Terms of Service will not constitute a waiver of future enforcement of that right or provision. The waiver of such right or provision may only become effective upon written agreement signed by a duly authorized representative of Equity Cap Lending. The section titles in this Agreement and the Privacy Policy are for convenience only and have no legal or contractual effect. If for any reason any provision of these Terms, or a portion thereof, shall be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms, and the remainder of these Terms shall continue in full force and effect. If any provision of the Terms shall be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from the Terms and will not affect the validity and enforceability of any remaining provisions. A printed version of these Terms shall be admissible in judicial or administrative proceedings.