Last Updated: March 2018
YOU CANNOT USE THIS SITE OR THE SERVICES IF YOU DO NOT ACCEPT THESE TERMS.
- FEES AND PAYMENT. You agree to pay all fees or charges to your account, if any, based on Kredible’s fees and billing terms then in effect as set forth or referenced on the Site. We may suspend or terminate your account and/or access to our Services and this Site if your payment is late and/or your offered payment method cannot be processed. By providing a payment method, you expressly authorize us to charge the applicable fees on said payment method as well as taxes and other charges incurred thereto at regular intervals, all of which depend on your particular contract for Services and utilized Services. If you cancel your account at any time, you will not receive any refund. If you have a balance due on any account, you agree that Kredible may charge such unpaid fees to your provided payment method or otherwise bill you for such unpaid fees. All fees and expenses are exclusive of any sales, use, excise, import or export, value added or similar taxes on products or services and all payments by you will be made free and clear of, and without reduction for, any withholding taxes.
- INTELLECTUAL PROPERTY RIGHTS AND OWNERSHIP. As between you and Kredible, Kredible and its licensors own all right, title and interest, including all worldwide intellectual property rights in the Services, Materials, the Site and any trademarks, service marks and logos contained therein (the “Marks”), other than your User Content. You will not remove, alter or conceal any copyright, Marks or other proprietary rights notices incorporated in or accompanying the Kredible Platform, or User Content not belonging to you, without prior written permission. Kredible and its licensors reserve all rights and licenses not expressly granted to you herein.
- Materials. Upon and subject to your acceptance of and compliance with these Terms, Kredible hereby grants you a non-exclusive, personal, non-transferable, non-sub licensable, limited license, under Kredible’s rights in the Materials, to use and to display the Materials solely for your own personal use as a professional (“Permitted Purpose”). You have no other rights in this Site or in any Materials or Marks and you may not modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of this Site, Marks or Materials in any manner. If you make copies of any of the Materials or link this Site while engaging in Permitted Purposes, then we ask that you be sure to keep on the copies all of our copyright and other proprietary notices as they appear on this Site. Unfortunately, if you breach any of these Terms the above license will terminate automatically and you must immediately destroy any downloaded or printed Materials (and any copies thereof).
- User Content. “User Content” as used in these Terms means, collectively, (i) the information you provide us (through the Services) including certain personal information, such as, without limitation, your name, email address, photo, the number of contacts you have on social networks, and any other personal or preference information that you choose to provide to us; and (ii) information you have publicly provided to third-party social networks or otherwise authorized Kredible to access (“Third Party User Content”). Kredible reserves the right to remove and permanently delete any User Content from the Services without notice. You are solely responsible for the User Content that you submit to the Services or transmit to other users. You agree that Kredible may, but is not obligated to, review anything posted, submitted or transmitted through the Services and may delete or remove (without notice) any User Content in its sole discretion, for any reason or no reason, including without limitation, User Content that in the sole judgment of Kredible violates these Terms (including Section 7 below), or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Visitors, Registered Users or others. Kredible gathers certain Content from publicly available sources. Kredible may use such Content in conjunction with User Content you submit in your profile to provide the Services.
(i) License Grant. Kredible does not claim ownership rights to your User Content. However, by posting User Content to any part of the Services, you grant to Kredible an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, reproduce, display, reformat, translate, excerpt (in whole or in part) and distribute such User Content as necessary in connection with the Services or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content solely as necessary to provide the Services, and to grant and authorize sublicenses of the foregoing. You represent and warrant that you own or have the necessary licenses, rights, consents, and permissions to grant the foregoing licenses to Kredible. Kredible shall own all right, title and interest in and to all derivative works and compilations of User Content that are created by Kredible, including all worldwide intellectual property rights therein. You agree to execute and deliver such documents and provide all assistance reasonably requested by Kredible to give to Kredible the full benefit of the rights granted to Kredible by you.
(ii) Limitations. You acknowledge and agree that Kredible may, at its option, establish limits concerning User Content, including without limitation the maximum size of text or any other information that may be entered or uploaded to the Services. Kredible shall have no responsibility or liability regarding User Content and you hereby agree and understand that you are solely responsible for creating back-ups of your User Content.
(iii) Disclaimer. Kredible has no ability to control the User Content that is uploaded, posted or otherwise transmitted using the Services and does not have any obligation to monitor such User Content for any purpose. Kredible does not endorse any User Content or any opinion, recommendation, or advice expressed therein and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Kredible with respect thereto.
(iv) Monitoring. Notwithstanding the foregoing, Kredible may monitor your use of the Services and compile data and information related to such use, including User Content, solely in an aggregate, de-identified and anonymous manner, for the purposes of compiling statistical and performance information related to the provision and operation of the Services and the Kredible Platform (“Aggregated Statistics”). As between Kredible and you, all right, title and interest in the Aggregated Statistics and all intellectual property rights therein, belong to and are retained solely by Kredible. You acknowledge that Kredible will be compiling Aggregated Statistics based on User input into the Services and you agree that Kredible may (a) make such Aggregated Statistics publicly available and (b) use such information to the extent, and in the manner required by applicable law or regulation, and for purposes of data gathering, analysis, service enhancement and marketing, provided that such data and information does not identify you.
(v) Scoring. The Kredible score Service is not a comprehensive view of your profile. It is designed to serve as a snap shot of publicly available data, information and social media attributes (Information) Kredible believes are most valued by typical consumers seeking to hire a financial advisor. Your score does not consider any non-public Information that is privately accessed through a login authentication process, an account agreement, affirmation of terms & conditions or other means. Your score reflects the Information Kredible determines in its sole discretion is most likely considered before a typical consumer makes a buying decision for financial advisory services. Please consult with your compliance department before marketing or advertising including promoting your Kredible score.
- TERMINATION AND CANCELLATION. These Terms become effective and binding when you access the Site. We reserve the right to offer Services at no cost or subject to fees. For no-cost-Services, these begin when you register to receive the Services. For fee-based Services, the Services begin when we confirm your initial payment. We will charge you the fee stated at the time of purchase periodically (monthly or annually, depending on the subscription term of your choosing) until cancellation or termination. Once the fee has been charged at the start of each subscription period, that charge is final and no refund is available. Fees are subject to change—but we’ll always notify you beforehand. You can cancel anytime by visiting your account page. Canceling your membership stops the charge at the start of your next billing term—but your service will continue through the end of your current term. Any termination or suspension shall not affect your obligations to Kredible under these Terms (including but not limited to ownership, indemnification and limitation of liability), which shall survive termination or suspension, and no refund of any Service fees paid will be issued to you. Upon termination of the Services, we reserve the right but do not have the obligation to remove your User Content from the Site.
Kredible may terminate or suspend your access to the Services and remove any material (including User Content) from the Services or our servers, for any reason, or no reason, at any time in its sole discretion without notice to you. Further, if Kredible believes, in its sole discretion, that a violation of the Terms has occurred, Kredible may take other corrective actions as deemed appropriate. Kredible reserves the right to investigate suspected violations of these Terms, including without limitation any violation arising from any User Content. Kredible may gather information from Users, Registered or otherwise, who are suspected of violating these Terms. You agree to provide us with such information. Kredible will fully cooperate with any law enforcement or regulatory authorities or court order requesting or directing us to disclose the identity of anyone posting publishing or otherwise making available any User Content or other materials that are believed to violate these Terms.
- USER CONDUCT. To be clear, we authorize your use of the Kredible platform only for permitted purposes. Any other use of the Kredible platform beyond the permitted purposes is prohibited and, therefore, constitutes unauthorized use of the Kredible platform. This is because as between you and us, all rights in the Kredible platform remain our property (and/or that of our licensors). Unauthorized use of the Kredible platform may result in violation of various United States of America and international copyright laws. Unless you have written permission from us stating otherwise, you agree not to do any of the following while accessing or using the Kredible platform (these are examples only and the list below is not exhaustive):
- Register for a Registered User account on behalf of another individual;
- Falsely represent yourself, impersonate another person or entity, or create a false identity on the Services;
- Use or try to use another Registered User’s account;
- Collect other Registered Users’ email addresses or other contact information from the Services using electronic or other means for sending unsolicited emails or communications;
- Submit or transmit any unsolicited or unauthorized promotional materials, advertising, solicitations, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
- Circumvent, disable or otherwise interfere with security related features of the Services or features that prevent or restrict use or copying of any Materials or other User Content;
- Upload, email, or otherwise transmit (i) any User Content to which you do not have the lawful right to copy, transmit and display (including any User Content that would violate any confidentiality obligations that you might have with respect to the User Content); (ii) any User Content for which you do not have the consent or permission of each identifiable person in the User Content to use the name of each person (to the extent each is implicated by the User Content) and such consent or permission in necessary; (iii) any Registered User submission that infringes the intellectual property rights or violates the privacy rights of any third party (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity) or (iv) any User Content that contains or installs any viruses, worms, malware, Trojan horses or other harmful or destructive content;
- Submit or transfer content, in the sole judgment of Kredible, which is objectionable or inhibits another Registered User from effectively using the Services, or which may expose Kredible or its Registered Users or visitors to harm or liability;
- Submit, transmit or store any content that Kredible deems to be harmful, threatening, unlawful, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, sexually explicit, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable; or that uses the Kredible platform to discuss, incite illegal activity or promote hatred against individuals or groups based on race, ethnic origin, religion, disability, gender, age, veteran status, sexual orientation, or gender identity;
- Submit or transfer User Content that constitutes, encourages or provide instructions for a criminal offense, violates the rights of any entity, or create liabilities or violates any local, state, national or international laws;
- Use the Services in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Services;
- Attempt to probe, scan or test the vulnerability of the Services or impair and breach any security or authentication measures protecting the Services;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
- For any public or commercial purpose which includes use of the Kredible platform on another site or through a networked computer environment;
- In a manner that modifies, publicly displays, publicly performs, reproduces or distributes any of the Kredible platform;
- To stalk, harass, or harm another individual;
- To interfere with or disrupt the Kredible platform or servers or networks connected to the Kredible platform;
- To use any data mining, robots, or similar data gathering or extraction methods in connection with the Kredible platform; and
- To attempt to gain unauthorized access to any portion of the Kredible platform or any other accounts, computer systems, or networks connected to the Kredible platform, whether through hacking, password mining, or any other means.
You agree to hire attorneys to defend us if you violate these Terms and that violation results directly or indirectly in a problem for us. You also agree to pay any damages, costs or expenses that we may end up having to pay as a result of your violation. You alone are responsible for any violation of these Terms by you. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with our defense of such claim.
We may, but have no obligation to, remove User Content and accounts containing User Content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms. Verbal or written abuse of any kind (including threats of abuse or retribution) of any Kredible customer, Kredible employee, member, or officer will result in immediate account termination.
- COPYRIGHT COMPLAINTS. Kredible respects the intellectual property rights of others and prohibits Users from submitting or otherwise transmitting any materials using the Services that violate another party’s intellectual property rights. When Kredible receives proper notification of an alleged copyright infringement, Kredible will promptly remove or disable access to the allegedly infringing material and terminate the accounts of repeat infringers in accordance with the Digital Millennium Copyright Act. If you believe that any material on the Services infringes upon any copyright which you own or control, you may send a written notification of such infringement to Kredible.
- THIRD PARTY LINKS. The Services may provide links to other websites (“Third Party Sites”) or other resources from the Kredible platform. Information on Third Party Sites is not investigated, monitored or checked for accuracy, offensiveness, opinions, reliability, privacy practices or other policies, and Kredible is not responsible for any Third-Party Sites accessed through the Kredible Platform. Inclusion of or linking to the use of any Third-Party Sites does not imply approval or endorsement by Kredible. You take sole responsibility for and assume all risk arising from your use of any such websites or resources. If you decide to leave the Kredible platform and access Third Party Sites, you do so at your own risk and you are aware that our terms and policies no longer govern. You should review the applicable terms and policies of any websites to which you navigate, including privacy and data gathering practices.
- ARBITRATION. You and Kredible agree that except as otherwise stated, the sole and exclusive forum and remedy for any dispute and claim relating to or arising out of these Terms, the Services shall be final and binding arbitration. To the extent that either of us has in any manner infringed upon or violated the other party’s patent, copyright, trademark or trade secret rights, or you have otherwise violated any of the user conduct rules set forth, then the parties acknowledge that arbitration is not an adequate remedy and that injunctive or other appropriate relief may be sought.
Arbitration under this Terms shall be conducted by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA’s Supplementary Procedures for Consumer Related Disputes (the “AAA Consumer Rules”) (collectively the “AAA Rules”). The location of the arbitration and the allocation of costs and fees for such arbitration shall be determined in accordance with AAA Rules and shall be subject to the limitations provided for in the AAA Consumer Rules (for consumer disputes). The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE TERMS SHALL BE JOINED WITH ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICES, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action or proceeding by you related in any way to the Kredible Platform and/or the Services (including your visit to or use of the Services and/or the Kredible platform) be instituted more than three (3) years after the cause of action arose.
- DISCLAIMERS. Your use of the Kredible Platform and User Content is at your sole discretion and risk. The Kredible Platform and User Content, and all Materials, information, products and Services included therein, are provided on an “AS IS” and “AS AVAILABLE” basis without warranties of any kind. KREDIBLE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE KREDIBLE PLATFORM AND USER CONTENT, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. Kredible disclaims any warranties: (i) regarding the security, accuracy, reliability, timeliness and performance of the Services; or (ii) that the Kredible Platform and User Content will be error-free or that any errors will be corrected. No advice or information, whether oral or written, obtained by you from Kredible, shall create any warranty not expressly stated in this Agreement. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you.
- INDEMNIFICATION AND LIMITATION OF LIABILITY. You agree to defend, indemnify, and hold Kredible, its officers, directors, employees and agents, subsidiaries and affiliates, successors and each of their officers, directors, employees and agents (“Kredible Indemnified Parties”), harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including, without limitation, reasonable attorney’s fees, arising out of or in any way connected with (i) your access to or use of the Kredible Platform and User Content; (ii) your violation of these Terms; (iii) your violation of any third party right, including without limitation any intellectual property right, property, or privacy right; or (iv) any claim that your User Content caused damage to a third party.
Kredible is not assuming responsibility or liability for any losses or damages (including any direct, indirect, special, reliance, incidental or exemplary damages and consequential damages or loss of anticipated profits, attorney’s fees or economic loss), irrespective of the cause, that may occur even if due to Kredible’s negligent performance or failure to perform any obligation under these Terms or any other basis. In the event of any breach of these Terms by Kredible, your sole and exclusive remedy, and Kredible’s sole and exclusive obligation, will be, at Kredible’s option, for Kredible to use commercially reasonable efforts to refund the applicable Services fees (if any) paid by you for the portion of the Services that is the subject of such breach by Kredible.
In the event that Kredible is held to be liable to you, or any invitees, agents, employees or other person or entity, regardless of the legal theory asserted, whether arising out of contract, extra-contractually or in tort (including actions based on negligence, gross negligence, strict liability, and willful and/or intentional conduct), warranty, indemnity, or other theory of liability and whether related to the design, performance, use, defect or failure of a product or service, then to the maximum extent permitted by applicable law, the limitation of Kredible’s liability for any and all harm, damages, injury or loss will not exceed, in the aggregate, the greater of $100 or the amount of Services fees (if any) actually paid by you to Kredible during the twelve (12) month period preceding the last event giving rise to such liability. YOU HEREBY RELEASE AND WILL RELEASE KREDIBLE AND THE OTHER KREDIBLE INDEMNIFIED PARTIES FROM, AND WAIVE ALL CLAIMS FOR DAMAGES EXCEEDING THE LIMITS SET FORTH HEREIN FOR ALL HARM, DAMAGES, INJURY OR LOSS INCURRED
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, and you may have additional rights.
- OTHER. These Terms constitute the entire agreement between you and Kredible concerning the use of the Kredible Platform and supersedes any prior agreement between you and Kredible relating to your use of the Kredible Platform and performance of Services. These Terms shall be governed by and interpreted in accordance with the laws of the State of New York, excluding that body of law pertaining to conflict of laws. Kredible’s failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of this right or provision in this or any other instance. If any provision of these Terms is held to be invalid, the remainder of this Agreement shall continue in full force and effect. If any provision of these Terms shall be deemed unlawful, void or unenforceable, that provision shall be deemed severable from these Terms but shall not affect the validity and enforceability of the remaining provisions. These Terms shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
- FEEDBACK. Kredible welcomes your feedback. You acknowledge and agree that any questions, comments, suggestions, ideas, or other information about the Kredible platform (“Feedback”) provided by you to Kredible or any of its employees or representatives are non-confidential. Kredible shall own a non-exclusive, perpetual, irrevocable, world-wide, royalty-free, sub licensable through multiple tiers, license to the unlimited use of the Feedback, including without limitation the right to reformat and translate it, for commercial or other purposes and its dissemination without acknowledgment or compensation to you.
- QUESTIONS AND NOTICES. If you have questions about these Terms or about the Services, please contact us in the Contact section or send a written request to:
Kredible Technologies, Inc.
60 Hudson Street, Suite 1807,
New York, New York 10013
All written notice to Kredible should be sent to the address above. Kredible will send written notice to you to your email address provided during the registration process. You hereby consent to receive all notices and other communications relating to the Kredible platform, so long as you use the Kredible platform and for a period of up to 180 days thereafter, at such email address and agree that you are solely responsible for monitoring such e-mail address and updating the email address if necessary.