iPAR TERMS OF SERVICE
Thank you for subscribing with iPar, LLC (“Company”, “we” or “us”). The following Terms of Service (the “Terms”) govern your access to and use of https://iparimpact.com/, https://app.iparimpact.com/, https://advisor.iparimpact.com/, https://investor.iparimpact.com/, and https://reports.iparimpact.com/, including any content, functionality, the Platform, Deliverables and Services as defined below (collectively, the “Website”).
If you are using the Website on behalf of a company or other entity, then “User” or “you” means that company or entity, and you are binding that company or entity to these Terms. You represent and warrant that you have the legal power and authority to enter into these Terms and that, if the User is an entity, these Terms are entered into by an employee or agent with all necessary authority to bind that entity to the Terms. Please note that we may modify these Terms, so check this page from time to time. These Terms are effective as of the date and time User clicks the “Accept” button with respect to the Terms or you register for an account or receive Credentials (“Effective Date”).
1.1Company owns and provides certain proprietary solutions, including a portal accessible only by subscription (the “Platform”) which enables Users to generate or view performance reports, evaluations, analyses, ratings updates, metrics or any other deliverable (“Deliverables”). Company also provides services in connection with the Platform and Deliverables to facilitate impact transparency for funds, portfolios, and investors involved in impact investing (“Services”).
1.2Accessing the Platform. Company shall provide unique credentials, including a username and password, to access the Website through User’s account (“Credentials”). User is solely responsible for securing the confidentiality of the Credentials and shall remain liable for any activities occurring under User’s Credentials. User shall not share such Credentials with, or sell, transfer or sublicense to, any third party or otherwise allow any third party to access the Website through User’s account. User shall notify Company immediately of any actual or suspected unauthorized use of User’s account or Credentials.
2.1Company or Entity User. The following Section 2.1 applies only if User is a company or entity, or an individual with
2.1.1Grant. During the Subscription Term, Company hereby grants User access to, and the right to use, the Website and to generate Deliverables solely for User’s internal purposes, and not for the direct or indirect benefit of any third party on a
service bureau basis. Company further grants to User a
2.1.2Services. During the Subscription Term, Company may provide Services to User in connection with User’s use of the Platform, including, without limitation, implementing configurations and/or interfaces; training on modals, tools and reporting features; generating Deliverables; or otherwise assisting in account or Platform settings.
2.2Individual Investor or User. The following Section 2.2 applies only if User is an individual or otherwise is accessing the Website to view Deliverables without administration-level access to the Platform.
2.2.1Viewing Access. During the Subscription Term, Company hereby grants User access to, and the right to use, the Website solely to view and use the Deliverables during the Subscription Term in accordance with these Terms. All rights not expressly granted to User are reserved by Company.
3.SCOPE OF USE
3.1Restrictions. User shall not, and shall not allow any third party to: (a) rent, lease, loan, transfer, sublicense, broadcast or distribute the Website, or any component thereof, to third parties, whether or not through User’s Credentials, (b) use the Website on a service bureau basis, (c) modify or create derivative works based on the Website, in whole or in part, (d) utilize the Website for purposes of developing or marketing any product or services competitive with the Platform or Services provided hereunder, (e) reverse engineer, disassemble, decompile, translate, or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats or
3.2Suspension. Company reserves the right to monitor User’s use of the Website. Company reserves the right to limit, restrict and terminate access to the Website at any time, in whole or in part, in its sole discretion and without notice, including, without limitation, revocation of User’s Credentials.
4.TERM AND TERMINATION
4.1Subscription Term. The term shall begin on the Effective Date and continue for a period of one (1) year (“Initial Term”) and will automatically renew for one (1) year periods on the anniversary of the Effective Date unless and until either Party provides notice of non- renewal thirty (30) days prior to the end of such current term (each such renewal term and the Initial Term, the “Subscription Term”).
4.2Termination. Either Party may terminate these Terms with or without cause at any time upon thirty (30) business days’ prior written notice to the other Party. Notwithstanding the foregoing, Company may terminate these Terms immediately, without penalty or liability, in the event User (a) violates, or Company reasonably suspects User will violate, Section 1 or (b) misuses the Website as determined in Company’s sole discretion.
4.3Effect of Termination. Upon expiration or termination of these Terms for any reason, all rights granted to User hereunder shall immediately terminate and User may not use or access (or allow third parties to use or access) the Website. Each Party must return or destroy, upon request, any Confidential Information of the other Party and provide certification, upon request, signed by an authorized representative of compliance with this Section 4.3.
5.WARRANTY DISCLAIMERS; LIMITATION OF LIABILITY
5.1THE WEBSITE PROVIDED UNDER THIS AGREEMENT IS PROVIDED
5.2IN NO EVENT WILL COMPANY BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE WEBSITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL OR DATA, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. COMPANY IS NOT RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF OR RELATED TO THE CONTENT PROVIDED BY USER OR THIRD PARTY THROUGH USE OF THE WEBSITE OR PROVISION OF SERVICES. COMPANY’S LIABILITY FOR ANY DIRECT OR INDIRECT DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL IN NO EVENT EXCEED ONE HUNDRED DOLLARS.
6.1Intellectual Property. User acknowledges and agrees that the Website is the proprietary property of Company. Except for the rights and licenses expressly granted herein, Company is the owner of all right, title and interest in and to the Website and any and all improvements, modifications, fixes, or enhancements arising out of or developed under these Terms, regardless of whether such items are created or suggested by User or based on Feedback, Impact Data or Usage Data, and all intellectual property rights of the foregoing (“Company IP”), shall belong to and/or remain in Company. User acknowledges such ownership and intellectual property rights and will not take any action to jeopardize, limit or interfere in any manner with Company's ownership of or rights with respect to the Company IP.
6.2Impact Data. During the Subscription Term, Company reserves the right to collect, store and use any and all information, data or other content entered into, uploaded, generated from, created by, transferred or otherwise provided or made available by or on behalf of
User to Company under these Terms, or that otherwise results from use of the Website by or on behalf of User, whether through the Platform or for the purposes of providing Deliverables and/or Services to User (“Impact Data”), including all intellectual property rights relating thereto, in any form, including, without limitation, raw, blended, stripped, aggregated or cumulated. User hereby assigns, conveys and transfers all rights, title and interest in and to the Impact Data to Company, and Company may use, make, sell, import, analyze, copy, create derivative works of, close, license, distribute and otherwise exploit such Impact Data in any manner without any obligation, payment, royalty or restriction whether based on intellectual property rights or otherwise.
6.3Feedback. From time to time, User may, but has no obligation to, submit feedback, comments, suggestions, or other information regarding the Services (“Feedback”) to Company concerning the Website or otherwise any other product or service provided by Company. In the event User provides any such Feedback, User hereby assigns, conveys and transfers all rights in and to the Feedback and all intellectual property rights to Company, and Company may use, make, sell, offer for sale, import, copy, perform, create derivatives of, disclose, license, distribute and otherwise exploit such Feedback in any manner without any obligation, payment, royalty or restriction whether based on intellectual property rights or otherwise. User shall not provide Feedback received by User from third parties or which depends on the rights of third parties.
6.4Usage Data. Company reserves the right to collect information based on User’s usage of the Website which includes, without limitation, IP addresses or domain names of the computers utilized, URI addresses (Uniform Resource Identifier), time of query requests, method utilized to submit the request to the server, size of the file received in response, numerical code indicating the status of the server’s answer (successful outcome, error, etc.), database metrics, features of the browser and the operating system utilized by User, various time details per visit, other parameters about the operating system (e.g., CPU utilization) and/or User’s IT environment, Platform activity, and data, conversion rates, marketing and conversion data and statistics, reports, analytics data, reviews and surveys (“Usage Data”). All right, title and interest to and in the Usage Data shall belong to Company.
6.5Trademarks. Company owns all right, title and interest in and to Company’s name, trademark, logo, service mark, trade dress and designs (“Company Marks”). Nothing in these Terms shall be construed to grant to User, and does not grant to User, any right or license with respect to the Company Marks. User shall not use any Company Marks without prior written consent.
7.1Each Party acknowledges and agrees that, except as specifically provided below, any and all information concerning the other Party’s business and technology which it (the “Receiving Party”) receives from the other (the “Disclosing Party”), including without limitation, documents, data, plans, software, prices, and other material and information and knowledge (“Confidential Information”) is the confidential information of the Disclosing Party. With respect to Company, Company’s Confidential Information shall include the Platform, Deliverables, Impact Data, Usage Data and any information made available to User through the Services. The Receiving Party agrees to hold the
Confidential Information in strict confidence, not to disclose it to others, or to use it in any way, commercially or otherwise, and not to allow any unauthorized person access to it, either before or after expiration or termination of these Terms, without the Disclosing Party’s prior written consent (except as expressly permitted by these Terms). The Receiving Party further agrees to take all actions reasonably necessary and satisfactory to the Disclosing Party to protect the confidentiality of the Confidential Information.
7.2The Receiving Party’s obligation of confidence and
7.3In the event that the Receiving Party is required by operation of law or by a governmental authority to disclose Confidential Information, such disclosure shall not be a violation of this Section 7, provided, that Receiving Party complies with the requirements of this Section 7.3. The Receiving Party shall provide the Disclosing Party with prompt notice of any such request so that the Disclosing Party may seek confidential treatment such as an appropriate protective order, or if appropriate, approve the disclosure. The Receiving Party shall use its best efforts to assist the Disclosing Party in obtaining such confidential treatment.
9.1Publications. User acknowledges and agrees that Company may publish or make available Deliverables to third parties for the purpose of marketing Company’s Website and recruiting new customers. User hereby grants to Company a
10.2Severability. If any term or provision of the Terms is held invalid, illegal or incapable of being enforced by any law or public policy, all other terms and provisions of these Terms shall remain in full force and effect.
10.3Assignment. User shall not assign or transfer by User by operation of law or otherwise these Terms or any rights or obligations hereunder without the prior written consent of Company which such consent may be withheld in Company’s sole discretion. Any assignment or transfer without Company’s consent shall be null and void and of no force or effect.
10.4Independent Contractors. The relationship between Company and User is that of independent contractors and neither User nor any of its agents or representatives shall have any authority to bind Company in any way.
10.5Governing Law; Forum. The Terms shall be governed in all respects by the laws of the State of California, without giving effect to any choice or conflict of law provision, law, principle or rule, and any litigation or dispute arising out of or in connection with these Terms shall take place in a State or Federal court of competent jurisdiction in Santa Clara County, California.
10.6Interpretation. The headings of the sections of these Terms are used for convenience only and shall have no substantive meaning.
Last Revised: June 28, 2017
Last modified: June 28, 2017
1.APPLICATION OF THIS POLICY
1.1iPar, LLC. (“iPar”, “us” or “we”) respect your privacy and are committed to protecting it through our compliance with this policy.
1.2This policy describes the types of information we may collect from you or that you may provide when you visit our website and subdomains, including your use of the iPar Platform, when you generate reports and receive services from us (collectively, our “Website”) and our practices for collecting, using, maintaining, protecting and disclosing that information. You understand and agree that your use of our Website is also subject to the Terms of Service that have been provided to you together with this policy.
1.3This policy applies to information we collect on or through this Website. It does not apply to information collected by:
a)us offline or through any other means, including on any other website operated by third parties; or
b)any third party including through any application or content that may link to or be accessible from or on the Website. When you access a third party website (such as a social networking website), we are not responsible for the privacy practices of that site or the relevant third party. You should review the privacy policies of each website you visit and each social networking service you use (including understanding how you can change your privacy settings with those services).
1.4If you are using the Website on behalf of a company or other entity, then “you” means that company or entity, and you are binding that company or entity to this policy. You represent and warrant that you have the legal power and authority to do so.
2.CHILDREN UNDER THE AGE OF 13.
Our Website is not intended for children under 13 years of age. No one under age 13 may provide any information to or on the Website. We do not knowingly collect personal information from children under 13 or knowingly allow such persons to log in the website. If you are under 13, do not use or provide any information on this Website or on or through any of its features/register on the Website, make any purchases through the Website, use any of the interactive or public comment features of this Website or provide any information about yourself to us, including your name, address, telephone number,
user name you may use. If we learn we have collected or received personal information from a child under 13 without verification of parental consent, we will delete that information. If you believe we might have any information from or about a child under 13, please contact us using the details specified in the “Contact Information” section below.
3.INFORMATION WE COLLECT ABOUT YOU AND HOW WE COLLECT IT
3.1We collect several types of information from and about users of our Website, including information:
a)related to the performance and impact of funds, such as certain metrics;
b)by which you may be personally identified, such as name, postal address,
c)that is about you but individually does not identify you, such as your IP address, some types of profile information and content that you post on the Website; and/or
d)about your internet connection, the equipment you use to access our Website and usage details.
3.2We collect this information directly from you when you provide it to us and/or automatically as you navigate through the Website. Information collected automatically may include usage details, IP addresses and information collected through cookies, web beacons and other analytics/tracking technologies.
4.INFORMATION YOU PROVIDE TO US.
4.1The information we collect on or through our Website may include:
a)information that you provide by filling in forms on our Website. This includes information provided at the time of registering to use our Website or obtaining login credentials.
b)records and copies of your correspondence (including
c)information entered by you to use our Platform or to generate reports.
d)Your use and distribution of any reports, including any individuals and/or email addresses with whom you share such reports.
e)your search queries on the Website.
4.2We may also provide bulletin boards, blogs or chat rooms on the Website. You also may provide information to be published or displayed (hereinafter, “posted”) on public areas of the Website, or transmitted to other users of the Website or third parties (collectively, “User Contributions”). Your User Contributions are posted on and transmitted to others at your own risk. Please be aware that no security measures are perfect or impenetrable. Additionally, we cannot control the actions of other users of the Website with whom you may choose to share your User Contributions. Therefore, we cannot and do not guarantee that your User Contributions will not be viewed by unauthorized persons.
5.ANALYTICS DATA, COOKIES AND OTHER TECHNOLOGIES.
5.1As you navigate through and interact with our Website, we may use automatic data collection technologies to collect certain information about your equipment, browsing actions and patterns, including:
a)details of your visits to our Website, including traffic data, location data, logs and other communication data and the resources that you access and use on the Website;
b)information about your computer and internet connection, including your IP address, operating system and browser type.
c)other information obtained through third party analytics tools such as Google Analytics.
5.2We also may use these technologies to collect information about your online activities over time and across
5.3The information we collect automatically is statistical data and may include personal information, but we may maintain it or associate it with personal information we collect in other ways or receive from third parties. It helps us to improve our Website and to deliver a better and more personalized service, including by enabling us to:
a)estimate our audience size and usage patterns;
b)store information about your preferences, allowing us to customize our Website according to your individual interests;
c)speed up your searches and access to our Website; and
d)recognize you when you return to our Website.
5.4The technologies we use for this automatic data collection may include:
b)Web Beacons. Pages of our Website may contain small electronic files known as web beacons (also referred to as clear gifs. pixel tags and
6.2We do not control these third parties’ tracking technologies or how they may be used.
7.HOW WE USE YOUR INFORMATION
7.1We use information that we collect about you or that you provide to us, including any personal information:
a)to present our Website and its contents to you;
b)to provide you with information, products or services that you request from us;
c)for marketing purposes;
d)to connect users of the Website with each other and allow users to interact and communicate with each other;
e)to fulfill any other purpose for which you provide it;
f)to carry out our obligations and enforce our rights arising from the Terms of Service entered into between you and us.
g)to notify you about changes to our Website or any products or services we offer or provide though it;
h)in any other way we may describe when you provide the information; and
i)for any other purpose with your consent.
7.2We may use your information to report on fund performance or for marketing purposes.
8.DISCLOSURE OF YOUR INFORMATION
8.1We may disclose aggregated information about our users, and information that does not identify any individual, without restriction.
8.2We may disclose information you provided or entered into our Website to generate reports and provide such reports to third parties, who may not be current customers of iPar.
a)to contractors, service providers and other third parties we use to support our business;
b)to any buyer or other successor of iPar, such as in the event of a merger, divestiture, restructuring, reorganization, dissolution or other sale or transfer of some or all of iPar's assets, in which personal information held by iPar about our Website users is among the assets transferred;
c)for any other purpose disclosed by us when you provide the information; and
d)with your consent.
8.4We may also disclose your personal information:
a)to comply with any court order, law or legal process, including to respond to any government or regulatory request;
b)to enforce or apply our Terms of Service; or
c)if we believe disclosure is necessary or appropriate to protect the rights, property, or safety of iPar, our customers or others. This includes exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction.
9.CHOICES ABOUT HOW WE USE AND DISCLOSE YOUR INFORMATION
9.1We strive to provide you with choices regarding the personal information you provide to us. We have created mechanisms to provide you with the following control over your information:
10.ACCESSING AND CORRECTING YOUR INFORMATION
10.1You can review and change your personal or company’s information by logging into the Website and visiting your account dashboard page.
10.2You may also send us an
10.3If you delete your User Contributions from the Website, copies of your User Contributions may remain viewable in cached and archived pages, or might have been copied or stored by other Website users. Proper access and use of information provided on the Website, including User Contributions, is governed by our Terms of Service.
11.YOUR CALIFORNIA PRIVACY RIGHTS
11.1Accessing your Information
California Civil Code Section § 1798.83 permits users of our Website that are California residents to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes. To make such a request, please send an
12.1We have implemented measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration and disclosure.
12.2The safety and security of your information also depends on you. Where we have given you (or where you have chosen) a password for access to certain parts of our Website, you are responsible for keeping this password confidential. We ask you not to share your password with anyone. We urge you to be careful about giving out information in public areas of the Website like product reviews. The information you share in public areas may be viewed by any user of the Website.
12.3Unfortunately, the transmission of information via the internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to our Website. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website.
1755 Embarcadero Road
Palo Alto, CA 94303
Phone number: (650)
Email address: [email protected]