ACCEPTANCE OF TERMS
PERMITTED USES OF OUR WEBSITE AND CONTENT
All content and information, and all trademarks, service marks, trade names, trade dress, logos, copyrights and other intellectual property displayed on the Website (“Content”) are owned by, controlled by or licensed to Medley or their respective owners. We have listed below the permitted uses of our Content.
- Medley grants you a limited, revocable, nonexclusive and nontransferable right to view, store, bookmark, download, copy and print pages from the Website for your personal and noncommercial use only. Unless you receive our permission in advance, you may not exploit any of the Content commercially, forward it as a mass distribution, or post it on another site.
- • If you link other websites to our Website, you may not imply or suggest that Medley has endorsed or is affiliated with such websites and you may not display this Website as “framed” within another website.
PROHIBITED USES OF OUR WEBSITE AND CONTENT
Medley does not grant, by implication, estoppel or otherwise, any license or right to use Content on this Website other than those set forth above, and you shall not make any other use of such Content without Medley’s written permission. Without limiting the generality of the foregoing:
- You agree not to copy portions of the Website (such as by bots, robots or spiders that “harvest” the Website), interfere with the functioning of the Website or restrict or inhibit any others from using the Website.
- If you download any pages from the Website, you agree that you will not remove or obscure any copyright or other notices or legends contained in any such Content. You may not alter or modify the Content in your copies.
- You may not (and may not encourage or assist others to) violate any law, regulation, rule or the intellectual property or contractual rights of others, or attempt to violate the security of this Website or use or gain access to the identities, information or computers of others through this Website.
- You may not delete, decompose, decompile, reverse engineer, disassemble or otherwise deconstruct all or any portion of this Website.
- You may not transmit any virus, worm, time bomb or similar system interference or corruptant through this Website.
All Content on this website is protected under both United States and foreign laws. Unauthorized use of the Content may violate copyright, trademark, and other laws. You have no rights in or to the Content, and you may not use the Content, except as permitted under this Agreement. No other use is permitted without prior written consent from us.
The trademarks, service marks, and logos of Medley (the “Medley Trademarks”) used and displayed on the Website are registered and unregistered trademarks or service marks of Medley. Other company, product, and service names located on the Website may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with Medley Trademarks, the “Trademarks”). Nothing on the Website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without prior written permission from the rights-holder specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of Medley Trademarks inures solely to Medley’s benefit.
NO WARRANTIES/LIMITATION OF LIABILITY
THE WEBSITE AND ITS CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, SECURITY, AVAILABILITY, FREEDOM FROM VIRUSES OR MALWARE AND FITNESS FOR PARTICULAR PURPOSE. YOU ACKNOWLEDGE AND AGREE THAT THE WEBSITE AND ITS CONTENT ARE NOT INVESTMENT ADVICE. IN NO EVENT SHALL WE BE LIABLE FOR ANY CLAIMS, LIABILITIES, LOSSES, COSTS OR DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE ACCESS, USE OR INABILITY TO USE OR DISTRIBUTION OF THE WEBSITE OR ITS CONTENT WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
As consideration for access to the Website, to the fullest extent permissible pursuant to applicable law, you agree to defend, indemnify, and hold harmless Medley, its employees, officers, directors, stockholders, agents, consultants, assignees, corporate affiliates, partners, contractors, professional advisors, advertisers, and any and all other individuals and organizations providing services for or on behalf of Medley from all claims, liabilities, losses, damages, and expenses (including attorneys’ fees and expenses) arising out of or relating to (a) your use of any parts of the Website and (b) your alleged breach of this Agreement. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit, or proceeding. We reserve the right to assume the exclusive defense and control of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.
TRANSMISSION TO AND FROM THE WEBSITE
Any communication or content that you send to the Website is and will be deemed to be non-confidential as between you and us, and we will be free to use, modify, reproduce and distribute it for any purpose without compensation to you.
COMPLIANCE WITH APPLICABLE LAWS
The Website is based in the United States. We make no claims concerning whether the Website content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Website or the content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws, rules and regulations of your specific jurisdiction.
TERMINATION OF THE AGREEMENT
We reserve the right, in our sole discretion, to restrict, suspend or terminate this Agreement and your access to all or any part of the Website at any time and for any reason without prior notice or liability.
We reserve the right to change, suspend, or discontinue all or any part of the Website at any time without prior notice or liability.
NO OFFERS OR RELIANCE
The information on this website is provided for informational purposes only. No Content or other material on the Website shall be used or considered as investment advice or as an offer to sell or a solicitation of any offer to buy the securities or services of Medley or any other entity. Offers can only be made where lawful under, and in compliance with, applicable law.
Medley makes no representations that transactions, products or services discussed on the Website are available or appropriate for sale or use in all jurisdictions or by all investors. Those who access the Website do so at their own initiative and are responsible for compliance with local laws or regulations.
While Medley uses reasonable efforts to obtain information from reliable sources, Medley makes no representations or warranties as to the accuracy, reliability or completeness of any information or document at the Website obtained outside of Medley. Certain information on the Website may contain forward-looking statements, which are subject to risks and uncertainties and speak only as of the date on which they are made. The words “believe,” “expect,” “anticipate,” “intend,” “aim,” “will” or similar expressions are intended to identify forward-looking statements. Medley undertakes no obligation to update publicly or revise any information herein, whether as a result of new information, future developments or otherwise, except as may be required by law. Opinions and any other Contents at the Website are subject to change without notice.
Past performance is not indicative of future results; no representation is being made that any investment will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided.
This Website is not intended to provide any investment, financial, legal, regulatory, accounting, tax or similar advice, and nothing on this Website should be construed as a recommendation by Medley or any third party, to acquire or dispose of any investment or security, or to engage in any investment strategy or transaction. You should consult with your own investment, legal, tax and/or similar professionals regarding your specific situation and any specific decisions.
GOVERNING LAW AND FORUM
This Agreement is governed by the laws of the State of New York, without regard to its conflict of laws provisions. You expressly agree to submit to the exclusive personal jurisdiction of the state and federal courts sitting in the State of New York for the purpose of litigating any action with Medley and waive trial by jury in any such action.
If any provision of this Agreement is found to be invalid by any court having competent jurisdiction or terminated in accordance with the “Termination of the Agreement” provision above, the invalidity or termination of such provision shall not affect the validity of any other provisions of this Agreement, which shall remain in full force and effect.
Our failure to act on or enforce any provision of this Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing, this Agreement constitutes the entire Agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees and sublicensees.
Effective as of September, 2014
THE INFORMATION WE COLLECT
When you visit the Website, we may collect personal information that you provide to us via forms, surveys, applications, or other online fields, including your name, e-mail address, mailing address, or telephone number (collectively, the “Personal Information”). We do not collect any Personal Information from you when you visit the Website unless you provide us with the Personal Information.
In addition to the Personal Information noted above that you voluntarily provide to us, we may collect additional information (collectively, the “Other Information”). Such Other Information may include information collected from:
- Your Activity. This includes information that we or our technology providers may automatically collect when you visit the Website, such as your IP addresses, Internet service provider, browser type and language, referring and exit pages and URLs, date and time, amount of time spent on particular pages, what sections of the Website you visit, number of links you click while in the Website, and similar information concerning your use of the Website.
ACCESSING AND MODIFYING INFORMATION
If you have provided us any Personal Information, you may access, review, and make changes to your Personal Information by sending an email to our support attendants at email@example.com. You should be aware, however, that it is not always possible to completely remove or modify information in our subscription databases.
HOW WE USE AND SHARE THE INFORMATION
We use the Personal Information and the Other Information to provide our services to you, to solicit your feedback, and to inform you about our products and services. We will never share, sell, rent, or vend your Personal Information to any third party for marketing purposes.
- We may use and/or share Personal Information and/or Other Information as described below.
- We may disclose your Personal Information at your instruction or with your prior consent.
- We may disclose your Personal Information to our affiliates (i.e., companies related to Medley by common ownership or control) for specific business purposes, including to provide services to you.
- We may employ other companies and individuals to perform functions on our behalf. Examples may include providing customer service and technical assistance with the Website. These other companies will have access to the Personal Information and/or Other Information only as necessary to perform their functions and to the extent permitted by law.
- In an ongoing effort to better understand our users and our products and services, we may analyze the Other Information in aggregate form in order to operate, maintain, manage, and improve the Website and/or our products and services. This aggregate information does not identify you personally. We may share this aggregate data with our affiliates, agents, and business partners. We may also disclose aggregated user statistics in order to describe our products and services to current and prospective business partners and to other third parties for other lawful purposes.
- To the extent permitted by law, we may also disclose the Personal Information and the Other Information: (i) when required by law, court order, subpoena or discovery request or other government or law enforcement authority or regulatory agency; or (ii) whenever we believe that disclosing such information is necessary or advisable, for example, to protect the rights, property, or safety of Medley or others.
HOW WE PROTECT YOUR INFORMATION
We strive to maintain reasonable physical, electronic, and procedural safeguards to secure the Personal Information and the Other Information from loss, misuse, and unauthorized access, disclosure, alteration, and destruction. Please be aware that there is no such thing as “perfect security” on the Internet, and we are unable to guarantee that security measures we take will not be penetrated or compromised or that such information will remain secure under all circumstances. You use the Website and send us such information at your own risk.
IMPORTANT NOTICE TO NON-U.S. RESIDENTS
The Website is operated in the United States and our databases are located in the United States. If you are located outside of the United States, please be aware that any information you provide to us will be transferred to the United States. By using the Website and/or providing us with any information, you consent to this transfer and storage within the United States. Those who access the Website from outside the United States do so on their own initiative and at their own risk and are responsible for compliance with local laws, rules and regulations.
HOW TO CONTACT US
Medley Management Inc.
375 Park Avenue
New York, NY 10152