Terms of Service

 

Welcome to the Market76 Platform ("Platform"), owned and operated by Market76, Inc. ("Market76"). To participate as an adviser in the Platform you must agree to be bound by all of the terms of this Provider Agreement ("Agreement"). By clicking the "Agree" button at the end of the Agreement, you are indicating that you agree to be bound by all of the terms in this Agreement. Please print and keep a copy of this Agreement. Market76 may, from time to time, change the terms of this Agreement. The most current version of this Agreement can be accessed at any time by selecting Terms of Use link on the bottom of any page in the system.

Platform Access

You are eligible to participate in the Platform because you are an authorized adviser and user of a Market76 client. Subject to the terms contained herein, Market76 hereby grants you a limited right to access and use the Platform. You agree that you shall use the Platform only in accordance with the terms of this Agreement, applicable law, and the rules, policies and procedures established by Market76 for use of the Platform.

You agree to use the Platform in a manner consistent with all applicable professional and ethical standards and requirements, local, state, and national laws and regulations, and otherwise in accordance with this Agreement and the rules, policies and procedures established by Market76 for use of the Platform. By registering and using the Platform, you represent and warrant that all information provided to Market76 in connection with this Agreement, including in the process of registration for the Platform, is true, accurate and complete.

You represent, warrant and covenant that:

  1. you have received all third party consents and certifications necessary for the transmission of information to the Platform; and
  2. you are properly licensed under all applicable state and federal laws and regulations to offer products to and perform services for consumers through the Platform. Market76 is not responsible for ensuring that the Platform, or any portion thereof, is in compliance with criteria for your legal compliance with applicable laws. UNDER NO CIRCUMSTANCES WILL MARKET76 OR ANY OF ITS LICENSORS OR SUPPLIERS BE RESPONSIBLE FOR ANY LOSS, DAMAGE OR LIABILITY ARISING OUT OF INFORMATION TRANSMITTED BY YOU OR YOUR USERS THROUGH THE PLATFORM, INCLUDING ANY MISTAKES CONTAINED IN SUCH INFORMATION OR THE USE OR TRANSMISSION OF SUCH INFORMATION.

Security and Passwords

Access to the Platform is enabled only by login codes and passwords. You shall maintain your login code and password in strict confidence. In no event shall you share your login code or password with any third party or allow another person to access the Platform using your login code and password. You shall notify immediately Market76 if you have any reason to believe that your login code or password has been lost or compromised or misused in any way. You are fully and solely responsible for any and all use of the Platform using your login code and password. Market76 reserves the right to revoke or deactivate your login code and password at any time.

Acceptable Use

You agree not to access or use the Platform in an unlawful way or for an unlawful or illegitimate purpose or in any manner that contravenes Market76's policies. You shall not post, transmit or store

  1. a message or information under a false name;
  2. information that is unlawful, libelous, defamatory, obscene, fraudulent, predatory of minors, harassing, threatening or hateful to any person; or
  3. information that infringes or violates any of the intellectual property rights of others or the privacy or publicity rights of others.

You shall not attempt to disrupt the operation of the Platform through use of methods such as viruses, Trojan horses, worms, time bombs, denial of service attacks, flooding or spamming. You shall not use the Platform in any manner that could damage, disable or impair our services or networks. You shall not attempt to gain unauthorized access to any user accounts or computer systems or networks, through hacking, password mining or any other means. You shall not use any robot, scraper or other means to access the Platform for any purpose.

Operation and Record Retention

Market76 reserves complete and sole discretion with respect to the operation of Platform. Market76 may, among other things withdraw, suspend or discontinue any functionality or feature of the Platform. Market76 is not responsible for maintaining data arising from use of the Platform. Market76 reserves the right to maintain, delete or destroy all communications and materials posted or uploaded to the Platform pursuant to its internal record retention and/or destruction policies as such policies may be amended.

Non-Disclosure and Confidentiality

In using the Services, you will have access to confidential information of Market76 and its licensors and suppliers ("Confidential Information") that may include, but is not limited to, software, codes, technology, logic, techniques, formats, tools, designs, concepts, methods, processes, ideas, functional specifications, technical materials and information, and related documentation, and individually identifiable information ("Personal Information").

You agree to maintain and safeguard vigilantly the privacy and security of all Confidential Information and you will use and disclose Personal Information only in accordance with all federal, state and local requirements and with security measures and controls that may be required from time to time by Market76 and its licensors and suppliers. You shall implement and maintain appropriate administrative, physical, technical, and procedural safeguards to protect the confidentiality, integrity, and availability of all Confidential Information, to protect against reasonably anticipated threats or hazards, and to prevent use or disclosure of Confidential Information accessed through the Platform other than as permitted by this Agreement or required by law. Such safeguards shall comply with all applicable federal, state, and local requirements including security measures and controls that may be required from time to time by Market76 and its licensors and suppliers.

Without limiting the foregoing, you agree to undertake all necessary measures to ensure the privacy and security of all Confidential Information including without limitation:

  1. to use the Platform and the Confidential Information only as needed to perform your responsibilities as a financial adviser;
  2. not to access, use or disclose any Confidential Information that you have no legitimate authorization to access, use or disclose;
  3. not to access Platform or any Confidential Information for any other individual or any unauthorized third party;
  4. to restrict physical and system access to the equipment which contains Confidential Information or which gives access to the Platform (such as by diligently locking and monitoring office premises and requiring password verification to gain access to desktop computers);
  5. implementing procedures to ensure no computer or terminal with live access to the Platform is left unattended at any time; and
  6. implementing all required policies and procedures to ensure compliance with the privacy rules and applicable state law.

You immediately shall notify, and cooperate fully with Market76 in the event you discover or suspect:

  1. any unauthorized use of or access to the Platform;
  2. any inappropriate use or disclosure of information contained in the Platform or obtained through use of the Platform;
  3. the recognition or introduction of any virus, worms, trojan horses and other destructive items; or
  4. any unauthorized disclosure of Personal Information ("Security Incident").

In the event that a Security Incident or breach occurs, you shall take affirmative steps to notify all affected parties of the breach, to cure the breach and prevent future breaches, and to mitigate the effects of the breach. If in the opinion of Market76, a breach has affected or may affect any other Platform user or any individual whose Personal Information is contained on the Platform, then Market76, in its discretion, may notify such Platform user or individual of the breach or may require you to immediately notify such Platform user or individual of the breach.

Notification

You agree to notify Market76 immediately if your employment or engagement with the Market76 client that authorized your access to the Platform has been terminated or suspended. You also agree to notify Market76 immediately if you become aware of any adverse event arising out of any advice or service rendered by you within Platform which may reasonably be expected to give rise to a claim being made against you or if you have been named in any claim or suit arising out of any conversation, advice or service rendered by you within Platform.

Termination

You or Market76 may suspend or terminate your access to the Platform at any time, for any reason or for no reason at all. Market76 has the right (but not the obligation) to refuse to provide access to the Platform to any person, agency or organization, or to prohibit any person, agency or organization from using the Platform, at any time, for any reason or for no reason at all, in our sole discretion. Market76 reserves the right to change, suspend, or discontinue all or part of the Platform, temporarily or permanently, without prior notice. We reserve the right to delete or change any username or password at any time, for any reason or for no reason at all. You acknowledge and agree that the all obligations relating to Confidential Information under this Agreement will after termination of this Agreement and termination of access rights hereunder.

Violation Of This Agreement

You acknowledge that your access to the Platform shall be immediately suspended and this Agreement shall be terminated if you violate any provision of this Agreement. You acknowledge and agree that a violation of this Agreement by you will result in irreparable injury that will entitle Market76 to obtain a court order prohibiting you from using the Platform or any Confidential Information.

Intellectual Property

All of the content available on or through the Platform is the property of Market76 or its licensors and is protected by copyright, trademark, patent, trade secret and other intellectual property law. We give you permission to display, download, store and print the content only for your personal use. You agree not to reproduce, retransmit, distribute, disseminate, sell, publish, broadcast, or circulate the content received through the Platform to anyone, including but not limited to others in your organization. Any copy made of information obtained through the Platform must include the copyright notice. All software and accompanying documentation made available for download from the Platform is the copyrighted work of Market76 or its licensors.

All Market76 trade and service names are trademarks of Market76. All other brands and names are the property of their respective owners. Nothing contained in the Platform should be construed as granting any license or right to use any trademark displayed on this site without the express written permission of Market76 or such third-party that may own the trademark.

Subject to this Agreement, Market76 hereby grants you a limited, revocable, non-transferable and non-exclusive license to use the software, network facilities, content and documentation on and in the Platform to the extent, and only to the extent, necessary to access and use the Platform in accordance with the terms of this Agreement.

The license granted herein does not permit you, and you agree not to:

  1. modify, translate, reverse engineer, disassemble, decompile or create derivative works of the Platform or allow a third party, whether directly or indirectly (including, but not limited to the direct or indirect use of wizards, agents, bots, or other utilities), to modify, translate, reverse engineer, disassemble, decompile or create derivative works of the Platform; or
  2. transfer, distribute, sell, lease, or rent access to the Platform to any third party or use the Platform to provide service bureau or time-sharing services to third parties.

Links

Areas of Platform may contain links to other web sites. Please note that when you click on any of these links, you are entering another web site for which we have no responsibility or control. The inclusion of any link does not imply affiliation, endorsement or adoption by us of the linked site or any medical or other information contained therein. We encourage you to read the terms and conditions, data-gathering practices and privacy policies of all linked sites as they may materially differ from ours. You agree that we shall not be responsible for any loss or damage of any sort incurred as a result of any such links or as the result of the presence of such links on this site. It is up to you to take precautions to ensure that whatever linked material you select is free of items such as viruses, worms, Trojan horses and other destructive items.

Disclaimers

ACCESS TO THE PLATFORM AND THE INFORMATION CONTAINED THEREIN IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, MARKET76 DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

WITHOUT LIMITING THE FOREGOING, MARKET76 DOES NOT WARRANT THAT ACCESS TO THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED; NOR DOES MARKET76 MAKE ANY REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, CURRENCY, QUALITY, COMPLETENESS, USEFULNESS, PERFORMANCE, SECURITY, LEGALITY OR SUITABILITY OF THE PLATFORM OR ANY OF THE INFORMATION CONTAINED THEREIN. YOU EXPRESSLY AGREE THAT YOUR USE OF PLATFORM AND YOUR RELIANCE UPON ANY OF ITS CONTENTS IS AT YOUR SOLE RISK.

YOU SHALL BE SOLELY AND FULLY RESPONSIBLE FOR ANY DAMAGE TO THE PLATFORM OR ANY COMPUTER SYSTEM, ANY LOSS OF DATA, OR ANY IMPROPER USE OR DISCLOSURE OF INFORMATION ON THE PLATFORM CAUSED BY YOU OR ANY PERSON USING YOUR LOGIN CODE OR PASSWORD. MARKET76 CANNOT AND DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY LOSS, DAMAGES OR LIABILITIES ARISING FROM THE FAILURE OF ANY TELECOMMUNICATIONS INFRASTRUCTURE, OR THE INTERNET OR FOR YOUR MISUSE OF ANY PERSONAL INFORMATION, ADVICE, IDEAS, INFORMATION, INSTRUCTIONS OR GUIDELINES ACCESSED THROUGH THE PLATFORM.

Limitations of Liability

IN THE EVENT OF ANY PROBLEM WITH THE PLATFORM OR ANY OF ITS CONTENT, YOU AGREE THAT YOUR SOLE REMEDY IS TO CEASE USING THE PLATFORM. UNDER NO CIRCUMSTANCES SHALL MARKET76 OR ANY LICENSOR OR SUPPLIER BE LIABLE IN ANY WAY FOR YOUR USE OF PLATFORM OR ANY OF ITS CONTENT, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, ANY INFRINGEMENT BY ANY CONTENT OF THE INTELLECTUAL PROPERTY RIGHTS OR OTHER RIGHTS OF THIRD PARTIES, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT.

UNDER NO CIRCUMSTANCES SHALL MARKET76 OR ITS LICENSORS OR SUPPLIERS OR PROVIDERS BE LIABLE FOR ANY PUNITIVE, EXEMPLARY, CONSEQUENTIAL, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY PERSONAL INJURY, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR COMPUTER OR OTHERWISE) ARISING FROM OR IN CONNECTION WITH YOUR USE OF MARKET76 SYSTEMS, WHETHER UNDER A THEORY OF BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, MALPRACTICE OR OTHERWISE, EVEN IF WE OR THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU HEREBY RELEASE MARKET76 AND HOLD MARKET76 ITS LICENSORS AND SUPPLIERS AND PROVIDERS HARMLESS FROM ANY AND ALL CLAIMS, DEMANDS, AND DAMAGES OF EVERY KIND AND NATURE (INCLUDING, WITHOUT LIMITATION, ACTUAL, SPECIAL, INCIDENTAL AND CONSEQUENTIAL), KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF MARKET76 SYSTEMS. YOU WAIVE THE PROVISIONS OF ANY STATE OR LOCAL LAW LIMITING OR PROHIBITING A GENERAL RELEASE.

Indemnification

Without limiting the generality or effect of other provisions of this Agreement, as a condition of use of the Platform, you agree to indemnify, hold harmless, and defend Market76, and its parents, subsidiaries, affiliates, licensors, suppliers and their officers, directors, affiliates, subcontractors, agents and employees (collectively, "Indemnified Parties" and each, individually, an "Indemnified Party") against all costs, expenses, liabilities and damages (including reasonable attorney's fees) incurred by any Indemnified Party in connection with any third party claims arising out of:

  1. your use of the Platform;
  2. your failure to comply with any applicable laws and regulations; and
  3. your breach of any of your obligations set forth in this Agreement.

You shall not settle any such claim without the written consent of the applicable Indemnified Party.

Electronic Contracting and Notices

Your assent to the terms of this Agreement by clicking the "AGREE" button below constitutes your electronic signature to this Agreement. You agree that we may send to you in electronic form any privacy or other notices, disclosures, reports, documents, communications or other records regarding the services (collectively, "Notices"). We can send you electronic Notices to the e-mail address that you provided to us during registration, or by posting the Notice on the applicable service or otherwise through the site.

The delivery of any Notice from us is effective when sent by us, regardless of whether you read the Notice when you receive it or whether you actually receive the delivery. You can withdraw your consent to receive Notices electronically by canceling or discontinuing your use of the applicable service.

Return and Refund Policy

Market76 does not refund payments from customers for any unsatisfactory services or results. Market76 does not refund customers for unused services. Market76 does not refund customers for accidentally purchased items. Market76 will ONLY refund customers for errors in billing as specified by them mutually agreed upon terms (as noted in the fully executed contract or as specified in the app store). Using the application to purchase applications via the Apps webpage constitutes a mutually agreed upon sale.

Customer Service Contact Information

The Customer Service Team is available 9am-6pm EST Monday through Friday, excluding NYSE market holidays. They can be reached at (866) 808-5491 or support@market76.com.

Third Party Beneficiary

The Market76 client that has authorized you to access the Platform is a third party beneficiary of this Agreement.

Miscellaneous

This Agreement shall be governed by the laws of the State of Connecticut without regard to it rules on conflicts or choice of law. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. You hereby consent to the exclusive jurisdiction of the courts of the State of Connecticut for the resolution of any dispute based upon or relating to this Agreement. This Agreement constitutes the sole agreement between you and Market76 relating to your use and our provision of the Platform and the subject matter hereof, and no representations, statements or inducements, oral or written, not contained in this Agreement shall bind either you or Market76. Any of the terms of this Agreement which are determined to be invalid or unenforceable shall be ineffective to the extent of such invalidity or unenforceability, without rendering invalid or unenforceable any of the remaining terms of this Agreement or affecting the validity or enforceability of the Agreement as a whole. Failure to insist on performance of any of the terms of the Agreement will not operate as a waiver of any subsequent default. No waiver by Market76 of any right under this Agreement will be deemed to be either a waiver of any other right or provision or a waiver of that same right or provision at any other time. You may not assign, transfer or delegate your rights or obligations hereunder, in whole or in part. This Agreement shall be binding upon and inure to the benefit of each of the parties and the parties' respective successors and permitted assigns. Except as otherwise specifically provided herein, this Agreement may not be modified, supplemented, qualified, or interpreted except in writing signed by the parties.

A printed version of this Agreement and of any related notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.