By accessing and using any content of Portfolio123.com and related emails (the "Site") owned and operated by Prism Research Inc. (the "Company"), the User agrees to the following terms:
1. No Financial Advice
We are not financial analysts, investment brokers, or financial advisors. The Information on the Site is provided for information purposes only. The Information is not intended to be and does not constitute financial advice or any other advice. The Company is not responsible for any investment decision made by you. Investors should always check with their licensed financial advisor to determine the suitability of any investment.
2. Independent Research
The Company is free of any conflicts created by investment banking and proprietary trading.
3. Grant of Rights
Subject to the limitations set out in this Agreement, the Company grants you a non-exclusive, non-transferable right to access and use the Site for the duration of the membership within the "fair use" provisions of the Copyright Act. The Log-In ID and password assigned to you may not be be transferred, assigned, or otherwise loaned (whether for temporary use or otherwise) in any manner whatsoever. Only one Log-In ID is allowed per individual.
4. Account Types
A Portfolio123 account is categorized as follows:
A "retail" investor who makes decision for his/her personal accounts and/or those of direct dependents and who is not in any way engaged in using the site in the regular course of business or professional activities relating to equity investing.
Asset Manager (Professional)
Users making investment decisions for themselves and/or family members only, and they have more than $5 million in liquid financial assets.
One who uses the site in the regular course of a business or professional endeavor dedicated to the management of equities consistent with regulatory definitions of "investment advisor" as defined by the Securities and Exchange Commission (the "SEC"), Financial industry Regulatory Authority ("FINRA"), or any comparable agency in any state or other country and is registered as an investment adviser with any such entity.
One who uses the site in the regular course of a business or professional endeavor dedicated to the management of equities consistent with regulatory definitions of "investment advisor" as defined by the Securities and Exchange Commission (the "SEC"), Financial industry Regulatory Authority ("FINRA"), or any comparable agency in any state or other country but is not required to be registered as an investment adviser due to regulatory registration requirements relating to factors other than the rendering of investment advice including but not limited to the amount of assets under management or employment by an exempt organization.
Asset Managers may be subject to additional data fees or be required to have a license directly with data providers depending such criteria as Assets Under Management (AUM). The Terms of any such license are incorporated herein by reference.
One who uses the site in the regular course of a business or profession relating to equity research, including (but not limited to): website or blog, newsletters, strategies (other than Designer Models), stock rating reports, charts, timing models, or investment clubs.
Users in this category must have written permission from the Company to reproduce any content or derived content.
Those who use the site for educational purposes including but not limited to professors or instructors using the site as part of class work or projects, students using the site as part of class work or projects, and professors and their colleagues or assistants who use the site in connection with academic or scholarly research.
Portfolio123 reserves the right to verify that you've selected the appropriate account type, be it retail investor, high-net-worth investor, money manager, asset manager, advisor, research provider, university administrator, or university professor. Professionals are limited to our professional membership levels which are different from our retail investor membership levels. If you are found in violation of this policy, you will receive an email from our compliance team in which the following will apply:
If you have a monthly retail investor membership, you will have until the end of the monthly term before your retail investor membership is cancelled and cannot be renewed.
If you have an annual retail investor membership, you will have 21 (twenty-one) days from date of compliance notification before your retail investor membership is cancelled and cannot be renewed. You will receive a credit on your account as calculated by the following: annual subscribers will receive a prorated account credit for the time remaining in the Subscription Period only if they are found to be violating this policy. The amount used will be calculated as the undiscounted monthly subscription rate multiplied by 12 multiplied by the number of days your subscription was active divided by 365. This calculation will be deducted from the original annual subscription cost to determine the account credit amount.
5. Use of the Site's Content
You acknowledge that the Site contains or provides access to information, software, advertising, and financial market information, including but not limited to, design, text, graphics, audio, video clips, images, links, financial analysis and research, other financial market data, and other material (collectively, the "Content") that may be protected by copyright, trademark or other proprietary rights of the Company or third parties. All Content on the Site is copyrighted as a collective work of the Company pursuant to applicable copyright law. Unless otherwise indicated, the product and service names used in connection with the Site are trademarks or registered trademarks of the Company. You acknowledge that the market data information provided is property of the various exchanges and other information providers and therefore subject to modifications from these sources and to all copyright and other interests maintained by the sources. You agree to comply with any additional copyright notices, information, or restrictions contained in any Content available on or accessed through the Site. You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, redistribute, store, perform, link, display, or in any way manipulate any of the Content, in whole or in part, except as expressly permitted in these terms and conditions or with the prior written consent of the Company. Content consisting of downloadable software may not be reverse engineered. You may download or copy the Content only for your own personal use, except as provided elsewhere in these terms and conditions, provided that you retain on such materials all copyright and other notices contained in such Content. The only exceptions to this paragraph are (a) as expressly permitted by the copyright laws, (b) with the express prior written permission of the Company or, if other than the Company, the owners of such Content, or their authorized agents.
6. User Submissions
If you transmit to or otherwise provide to the Site any feedback (such as questions, comments, suggestions, or the like) or data or materials ("User Submissions"), such User Submissions shall be deemed to be non-confidential and non-proprietary. The Company shall have no obligation of any kind with respect to such User Submissions and shall be free to reproduce, use, disclose, modify, display, and distribute the User Submissions to others without limitation. By transmitting such User Submissions to the Site, you are deemed to grant to the Company a perpetual, worldwide, royalty-free, irrevocable, non-exclusive license (with rights to sublicense) to use any ideas, concepts, know-how, or techniques contained in such User Submissions for any purpose whatsoever, including but not limited to developing, manufacturing, and marketing products incorporating such User Submissions.
You may post on the Site any User Submissions owned by you (such as your original statements) and User Submissions for which you have received express permission from the owner. You assume all risk and responsibility for determining whether the User Submissions is in the public domain.
You grant the Company the right to edit, copy, publish, distribute, translate, and otherwise use in any medium any User Submissions that you place on the Site without remuneration to you. You represent and warrant that you are authorized to grant all rights set forth in this paragraph.
7. Custom Systems Developed by You
A "Custom System" is anything developed by you using the Site including, but not limited to: Ranking Systems, Trading Systems, Screens, Strategies, and Simulations. A "Private Custom System" is a Custom System that is not accessible to other users. This is typically accomplished by setting the visibility property to "private". The Company shall not be liable for any damages whatsoever, whether direct, indirect, incidental, consequential, special, punitive, or exemplary damages, in any way arising out of any of your Private Custom Systems being accessible to other users, regardless on how this access is achieved (for example due to an error in the Site, unauthorized access, theft, negligence, etc.), or by the loss or corruption of such Private Custom System.
It's the Company's policy not to access Private Custom Systems internally or make their content available to any third parties, except in cases where access might help in identifying errors. The Company reserves the right to publish on the Site performance figures associated with any Custom System whether private or public.
A Private Custom System becomes a Public Custom System if the visibility property is set to "public" at any time, and only temporarily, whether voluntarily or involuntarily. It is your responsibility to verify that your Private Custom Systems have the visibility set to "private". You agree that no payment or compensation of any kind is due to you from the Company or any third party now or at any time in the future as a result of developing any Custom Systems. The Company may make your Public Custom System a Private Custom System, and thereby not accessible to other users of the Site, at any time without prior notification to you.
8. Improper Transmission
You are prohibited from posting or transmitting to the Site, including our discussion forums, any unsolicited chain letters or "spam", or any confidential, threatening, harassing, libelous, false, defamatory, offensive, obscene, or pornographic material, any material that would violate the rights of privacy of any person, or other material that would violate any applicable law or regulation, including but not limited to any federal or state laws or regulations governing equal employment opportunities. However, if such communications do occur, the Company will have no liability related to the content of any such communications. You are prohibited from posting on the Site any User Feedback or communications, in which you do not own the copyright, unless you have consent from the owner or the content is in the public domain. You may not post or transmit to the Site any advertising, surveys, promotional materials, contests, or any other commercial or non-commercial solicitations. You are also prohibited from impersonating any individual. The Company may, but is not obligated to, review or monitor areas on the Site, if any, where users may transmit or post communications, including discussion groups, bulletin boards, chat rooms, and user forums. The Company is not responsible for the accuracy of any posted information, including but not limited to information, data, opinions, advice, or statements transmitted or posted in discussion groups, bulletin boards, chat rooms, and user forums.
9. Electronic Documents
We may, in our sole discretion, seek your consent to the terms and conditions of this Agreement and certain other agreements on the Site by means of an electronic signature by requesting you to affirmatively "click" on boxes containing the words "Accept," "Agree," or other similar phrases (collectively, "Acceptance Terms"). If you "click" on the Acceptance Terms, your "click" will be deemed a legally binding electronic signature. You acknowledge and agree that you will carefully review any document or web page before making such an electronic signature.
10. Disclaimer of Warranties And Limitation of Liability
a) Member expressly agrees that use of the Site are at his or her sole risk. Neither the company, its affiliates, nor any of their respective employees, agents, third-party content providers, or licensors warrants that use of the Site will be uninterrupted or error free; nor do they make any warranty as to the results that may be obtained from use of the Site or as to the accuracy, reliability, or content of any information, service, or merchandise provided through the Site.
b) The Site is provided on an "as is" basis without warranties of any kind, either express or implied, including but not limited to warranties of title or implied warranties of merchantability or fitness for a particular purpose, other than those warranties which are implied by and incapable of exclusion, restriction, or modification under the laws applicable to this agreement.
c) The disclaimers of liability contained in this section apply to any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of record, whether for breach of contract, tortious behavior, negligence, or under any other cause of action. Member specifically acknowledges that the company is not liable for the defamatory, offensive, or illegal conduct of other third parties, members, or other users of the forums and that the risk of injury from the forgoing rests entirely with each member.
d) In no event will the company or any person or entity involved in creating, producing, or distributing content of the Site be liable for any direct, indirect, incidental, special, or consequential damages (including but not limited to lost profits or trading losses) arising out of the use of or inability to use the Site or out of the breach of any warranty. Member hereby acknowledges that the provisions of this section shall apply to all content of the Site.
e) The company neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, or statement on the Site, nor for any offensive, defamatory, or obscene posting made on the forums by anyone other than authorized the company employee spokespersons while acting in their official capacities. Under no circumstances will the company be liable for any loss or damage caused by a member's reliance on information obtained through the content on the Site. It is the responsibility of each member to evaluate the accuracy, completeness, or usefulness of any information, opinion, advice, or other content available through the Site.
f) The company does not endorse, warrant, or guarantee any product or service offered by a third party through the Site.
g) Under no circumstances shall the Company, its officers, directors, shareholders agents, or its third-party providers be liable for any direct, indirect, incidental, punitive, special, or consequential damages (including without limitation, attorneys' fees), whether in an action of contract, negligence, or other tortious action, that result from the use of, or the inability to use, any materials available on the Site, even if the Company has been advised of such damages. If you are dissatisfied with any of the Site's Information or other materials, or with any of the terms and conditions contained in the Site, your sole and exclusive remedy is to discontinue using the Site. If the Company or any of its third-party providers are found liable in connection with a claim arising out of or related to the services or the Site, their aggregate liability in such an event shall not exceed the amount of the fees paid by you for use of the service during the month in which the event giving rise to the liability occurred. Your right to monetary damages in such amount shall be in lieu of all other remedies to which you may otherwise be entitled from the Company or its third-party providers.
h) The Company's affiliates or associates and/or its employees may have interests, financial or otherwise, in the securities held by any Strategies. The Company does not condone any type of "front-running" activities by its affiliates or associates and/or its employees.
Member agrees to indemnify and hold the Company, its parent, its employees, its officers, and its agents harmless from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from Member's use of the Site or from Member's violation of this Agreement or any third party's rights including but not limited to copyright, property, and privacy rights. This indemnification and hold harmless obligation will survive this Agreement and Member's use of the Site.
15. Governing Law
This Agreement is governed in accordance with the laws of the State of Illinois.