Terms and Conditions of Use
These terms and conditions of use apply to all persons who are given access to InfraHedge's Portal (as defined below), and/or access to and use of the Information (as defined below).
In these terms and conditions of use:
means the company, partnership or organisation that has entered into the Remote Access Services Agreement;
means, without limitation, the information, documents, data, reports, analyzes, statistics, charts, comparisons or similar materials made available through the Portal;
means InfraHedge Limited, its affiliates and any of its service providers;
means the internet based portal through which Information is made available to Recipients;
means any employee, designated investment advisors, consultants or third parties that have been notified by the Customer to InfraHedge; and
Remote Access Services Agreement
means the remote access services agreement between InfraHedge and the Customer that allows the Customer to access certain information and systems on a remote basis.
In consideration for access to the Portal and Information being made available to the Recipient, the Recipient acknowledges, accepts and agrees to be bound by, and undertakes to InfraHedge to procure that any other Recipient to whom it supplies any Information acknowledges, accepts and agrees to be bound by, these terms and conditions of use together with any terms and conditions of the Remote Access Services Agreement as may be notified to the Recipient from time to time. The Recipient will not access the Portal or the Information available to the Recipient and will not supply any Information to any other Recipient if the Recipient or any other Recipient does not agree to be bound by these terms and conditions of use.
The Information is only available to persons who are familiar with and capable of evaluating the merits and risks associated with investments or transactions of the type contemplated thereby and who would not be classified as a retail investor in any jurisdiction. No access to the Portal is permitted by any person or entity in any jurisdiction or country where such access or use would be contrary to applicable law or regulation or where making the Information available would be contrary to applicable law or regulation.
Use of and Reliance on Information
The Portal and the Information are for general information purposes only and are subject to change without notice. The Information should not be construed as providing any tax, legal or investment advice. In addition, the Information shall not constitute an offer or solicitation to purchase, or an offer to sell, shares of any fund or other investment product in any jurisdiction. Any Recipient who is considering an investment decision or other involvement in connection with any fund or investment product should first obtain independent advice and consult or review all relevant factors with (among others) their own financial, legal and tax advisors. Any investment decision or transaction may only be made pursuant to legal documentation prepared for specific use in connection with such investment decision or transaction. In addition, any such investment decision or transaction remains subject to applicable legal and regulatory restrictions, including the prospective investor meeting applicable eligibility criteria.
The Information may represent an opinion and/or be based on unaudited and forecast figures which have been derived from multiple sources and not subject to specific due diligence. Any indications of potential revenues or performance have been given in good faith but are not guaranteed and are subject to uncertainties beyond InfraHedge's reasonable control and should not be relied upon for the purposes of any investment decision or transaction. The Information is not, and does not purport to be, full, complete, comprehensive or to contain all relevant information. The Information is provided as at the date specified and is subject to change at any time and without notice. In making the Information available, InfraHedge does not undertake to provide any Recipient with access to additional information.
Because of the nature of computer information technology, including but not limited to the use of the internet, the necessity of relying upon third party technology vendors and data and pricing information obtained from third parties, the Information is provided
. Without limiting the foregoing, InfraHedge will not be liable for any delays in the transmission of data, or inaccuracies of, errors in, or omissions of, data, in each case, provided by any third party. The Recipient agrees that it shall be responsible for any decision made or action taken by it in reliance on the Information. The Recipient may distribute the Information to other Recipients provided that InfraHedge shall not be liable to such other Recipients for any loss, damages or costs incurred by them in connection with their use of the Information.
Any evaluation of a security or other instrument contained within the Information is provided to the Recipient
and InfraHedge makes no representation or warranty as to the sequence, timeliness, accuracy or completeness of any such evaluation or the validity of any methodology used in preparing such evaluation, whether as a result of a software defect or otherwise. All such analyses and evaluations are calculated or determined on the basis of historical observations or theoretical observations or a combination of both, and should not be relied upon to predict future market movements or individual instrument price movements.
InfraHedge makes no representations or warranties and accepts no liability whether in contract, tort or otherwise for
(1) the Information not being full and complete,
(2) the accuracy of any opinion,
(3) the basis on which any comparison has been drawn or the facts selected to make such comparison and
(4) the assumptions underlying any opinions.
Third Party Data
InfraHedge makes no representation or warranty with regard to information provided by any third party, including market data vendors (collectively, "Third-Party Data"), including, but not limited to, any warranty as to the general accuracy, time accuracy, historical accuracy, completeness, integrity or any other aspect of the Third-Party Data or its content. InfraHedge neither owns the Third-Party Data, nor has developed the Third-Party Data nor does it control any aspect of the content of the Third-Party Data and has not, and will not, make any inquiry into the accuracy of any such content.
Passwords and Security
The Recipient will be provided with a user identification code and password as part of InfraHedge's security procedures. The Recipient must not disclose its username or password to any third party. Any use of or action taken under the Recipient's username and password on the Portal, and maintaining the confidentiality and security of the Recipient's username and password, is the responsibility of the Recipient. In addition, the Recipient bears responsibility for all activity conducted through its account, and the Recipient hereby releases InfraHedge from any and all liability concerning such activity. Each Recipient must immediately notify InfraHedge of any actual or suspected loss, theft or unauthorized use of its username or password. InfraHedge has no obligation to inquire as to the authority or propriety of any use of or action taken under a Recipient's password and will not be responsible for any loss to the Recipient arising from any such use or action or from a Recipient's failure to comply with the above.
InfraHedge has the right to disable any user identification code or password, whether chosen by the Recipient or allocated by InfraHedge, at any time, if in InfraHedge's opinion
1) the Recipient has failed to comply with any of the provisions of these terms and conditions of use; or
(2) the Customer has failed to comply with any provisions of the Remote Access Services Agreement; or
(3) the Remote Access Services Agreement has been terminated for whatever reason.
The Recipient is responsible for making all arrangements necessary to have access to the Portal, including but not limited to an appropriate internet connection and software that will enable access to and use of the Portal. The Recipient is responsible for ensuring that all persons who it permits to access the Portal(in accordance with these terms and conditions of use) are aware of these terms and conditions of use, and that they comply with them. Recipients should note that when using any internet facility (such as this Portal), data is transported over an open network that is accessible to third parties and may not be secure and there is a risk that information may be corrupted or interrupted during transmission or that any encryption technology may not provide complete protection. Data is also regularly transmitted across international borders and/or within the same country.
Access to the Portal
From time to time, InfraHedge may restrict access to some parts of the Portal, or the entire Portal. InfraHedge may also restrict access to certain content or Information within the Portal to specific Recipients based on the information supplied to InfraHedge by or at the request of the Customer.
All or any portion of the Portal may not be available and may not function properly at any time. Whilst InfraHedge shall make reasonable efforts to avoid technological problems, the Portal may, at any time, experience and/or cause technological problems such as viruses and other damaging computer programming routines or engines. Access to the Portal is permitted on a temporary basis, and InfraHedge reserves the right to withdraw or amend the services provided on the Portal without notice. InfraHedge will not be liable for any reason if the Portal is unavailable at any time or for any period.
InfraHedge may suspend access to the Portal, or close the Portal indefinitely at any time with or without notice.
When using the Portal, the Recipient must not use the Portal or Information:
(1) in any way that breaches any applicable local, national or international law or regulation; or
(2) in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect.
Investigation and Disclosure of Information
InfraHedge may monitor any activity and material associated with the Portal and may investigate any complaint or reported violation of its policies and take any action it deems appropriate. Such action may include, without limitation, issuing warnings, suspending or terminating the Recipient's use of all or any portion of the Portal and denying the Recipient access to all or any portion of the Portal. InfraHedge also reserves the right to report any activity that it suspects may violate any law or regulation to appropriate law enforcement officials, regulators, or other persons or entities. In order to cooperate with governmental requests, to protect InfraHedge's systems and other Recipients, to ensure the integrity and operation of the Portal, business or systems or otherwise to comply with applicable law and legal process. The Recipient agrees that InfraHedge may access and disclose any information it considers necessary or appropriate under this paragraph.
Warranties, Liability and Indemnity
The material displayed in the Portal and the Information contained within the Portal is provided without any guarantees, conditions or warranties as to its accuracy. To the extent permitted by law, and to the extent not excluded within the terms and conditions of use, InfraHedge and third parties connected to InfraHedge hereby expressly exclude all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.
In no event shall InfraHedge be liable for any indirect, incidental, special, punitive or consequential damages (or any, damages for loss of data, loss of business, loss of profits or contracts, loss of anticipated savings, wasted management time, office time, loss of goodwill or loss of profits) (in each case whether direct or indirect) arising out of or in connection with
(1) these terms and conditions of use,
(2) any websites referenced in the Information,
(3) the Portal,
(4) the Information,
(5) the inability to use, or the results of the use of, the Portal or Information;
(6) access to the Information; or
(7) the content of the Portal or Information, whether any of the elements set out in (1) to (7) are based on contract, tort, including negligence, breach of statutory duty, strict liability or otherwise, even if InfraHedge has been advised of the possibility of such damages, and notwithstanding the failure of the essential purpose of any remedy.
This does not affect InfraHedge's liability for death or personal injury arising from its negligence, nor InfraHedge's liability for fraud or fraudulent misrepresentation and nothing herein excludes any liability which InfraHedge is not permitted to exclude or limit by applicable law.
The Recipient agrees to indemnify, defend and hold harmless InfraHedge from and against any and all suits, losses, claims, demands, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising from or relating to:
(1) its use of or reliance upon the Portal or Information;
(2) its breach of any of these terms and conditions of use; or
(3) its violation of any applicable law, statute, ordinance, regulation or any third party's rights.
Viruses, hacking and other offences
The Recipient agrees not to misuse the Portal by knowingly transmitting any data, sending or uploading any material that contains viruses, trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware. The Recipient must not attack the Portal via a denial-of-service attack or a distributed denial-of service attack. Where a criminal offence has been committed by breaching the terms of this paragraph or under these terms and conditions of use, InfraHedge will report any such breaches to the relevant law enforcement authorities and InfraHedge will co-operate with those authorities by disclosing the Recipient's identity to them. In the event of such a breach, the Recipient's right to use the Portal will cease immediately.
InfraHedge will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect the Recipient's computer equipment, computer programs, data or other proprietary material due to the Recipient's use of the Portal or to the Recipient's downloading of any material posted on it.
IRS Circular 230 Disclosure:
InfraHedge and its employees are not in the business of providing tax or legal advice to any taxpayer. These materials and any tax-related statements are not intended or written to be used, and cannot be used or relied upon, by any such taxpayer for the purpose of avoiding tax penalties. Tax-related statements, if any, may have been written in connection with the "promotion or marketing" of the transaction(s) or matters(s) addressed by these materials, to the extent allowed by applicable law. Any such taxpayer should seek advice based on the taxpayer's particular circumstances from an independent tax advisor.
InfraHedge reserves the right to change these terms and conditions of use at any time.
If any provision of these terms and conditions of use is determined to be invalid or unenforceable, that provision shall be enforced to the maximum extent possible and the remaining provisions of these terms and conditions of use shall remain in full force and effect.
These terms and conditions of use are governed by and shall be construed in accordance with English law and the English courts shall have exclusive jurisdiction over any matter arising out of these terms and conditions of use or the access to the Portal by any party.
The Portal is operated by InfraHedge Limited which is registered in England with number 07365745. Registered office: c/o State Street Bank & Trust Co, 20 Churchill Place, Canary Wharf, London E14 5HJ, United Kingdom. InfraHedge Limited is regulated by the Financial Services Authority in the UK under the Financial Services and Markets Act 2000 with firm reference number 540845.
First Time User / Change Password
By accessing and using the information provided through this website, you confirm that you have read and understood the
terms and conditions of use
and agree to be bound thereby.
Terms and Conditions of Use
You are entering a InfraHedge system or network. This system or network is to be used for authorized business purposes only in accordance with the terms of your agreements with InfraHedge, and the terms and conditions of use applicable to this system or network.
Your unauthorized access or use of this system or network and any unauthorized distribution of any information contained on this system or network may be a violation of law.
Your use of this system or network may be recorded and monitored by system personnel, and you consent to such monitoring and recording. If you share personal data , including logon credentials, with an unauthorized external party, you may compromise confidential information and InfraHedge shall have no liability or responsibility for the integrity and security of that confidential information.