Terms & Conditions
EFFECTIVE SEPTEMBER 3RD 2014
Rewiregroup.com (and rewiresecurities.com) and any services and applications available on or via such website (the “Site”) is offered to you conditioned on your acceptance without modification of the terms and conditions contained below (the “Terms”). By using the Site you agree to be bound by all such Terms.
It is your responsibility to review these Terms from time to time. If you find these Terms unacceptable, or if you do not agree to these Terms now or at any time in the future, then PLEASE DO NOT USE THIS SITE. Rewire Holdings LLC (“Rewire,” “we” or “us”) reserves the right to modify these Terms periodically in its sole discretion. If you violate these Terms, in addition to any other legal or equitable remedies available to Rewire, you may be subject to official warnings, and the suspension or permanent banning of you and your Internet Provider address.
Please read the following very carefully:
THE SITE DOES NOT PROVIDE LEGAL, TAX, ACCOUNTING, INVESTMENT OR FINANCIAL ADVICE.
Private investment marketing and other broker-dealer services are offered by Rewire Securities LLC, Member FINRA / SIPC ("Rewire Securities").
INFORMATION FROM THIRD PARTIES
Rewire works with third-party providers of information in connection with the Site, including issuers and sponsors of securities, insurers, reinsurers, modeling firms, reinsurance brokers and other service providers. Rewire does not endorse or guarantee any such third-party information for any purpose, including but not limited to accuracy, legality, non-infringement or fitness for any particular purpose.
In particular, Rewire expressly disclaims control over, and makes no representations as to the accuracy, reliability, completeness, reasonableness or suitability of, any information, data, content, analyses, modeling results and other items, submitted, posted, attached or displayed by or on behalf of any third parties on or through the Site, including any offering documents, modeling results, subject business disclosure, draft transaction documents, indicative secondary market pricing or other similar information posted on the Site.
YOUR USE OF THE SITE
Your right to access and use the Site is not transferable by you to any other person or entity. You are only entitled to access and use the Site for lawful purposes.
You may not circumvent the Site to execute one or more transactions off the Site where the counter-party to the transaction was sourced through the Site.
Your access and use of the Site may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of the Site or other actions that Rewire, in its sole discretion, may elect to take. Rewire may, but is not required to, provide advance notice of any service interruptions. Rewire is not responsible or liable for any effect on you for such service interruptions. Rewire cannot always foresee or anticipate technical or other difficulties that may result in failure to obtain data or loss of data, personalization settings or other service interruptions. Rewire cannot assume responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or personalization settings.
Rewire may from time to time provide automatic alerts and voluntary account-related alerts. Automatic alerts may be sent to you following certain changes made online to your account, such as a change in your registration information. Although you may have the option to turn off some of these automatic alerts, Rewire recommends that you leave them on, since they may be security-related.
Voluntary account alerts may be turned on by default as part of the Site. Rewire may add new alerts from time to time, or cease to provide certain alerts at any time in its sole discretion. Each alert may have different options available, and you may be asked to select from among these options upon activation of your alerts service.
Any such electronic alerts will be sent to the e-mail address you have provided as your primary e-mail address when you registered on the Site. If your e-mail address changes, you are responsible for informing Rewire of that change by updating your email address on the Site. Changes to your e-mail address made at the Site will apply to all of your alerts from Rewire. Alerts may include your login identification and some information about your account.
You understand and agree that any alerts provided to you through the Site may be delayed or prevented by a variety of factors. Rewire does its best to provide alerts in a timely manner with accurate information. Rewire does not guarantee the delivery or the accuracy of the content of any alert. You explicitly agree that Rewire shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert, for any errors in the content of an alert, or for any actions taken or not taken by you or any third party in reliance on an alert.
RIGHTS YOU GRANT TO US
You authorize Rewire to use, free of any charge, any information, data, passwords, usernames, PINs, other log-in information, materials or other content (collectively, “Account Content”) you provide in connection with the Site for the purpose of providing and improving the Site and related services.
REWIRE'S INTELLECTUAL PROPERTY RIGHTS
The Site and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by Rewire, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
Rewire and all related names, logos, product and service names, designs and slogans are trademarks of Rewire or its affiliates or licensors. You must not use such marks without the prior written permission of Rewire. All other names, brands and marks are used for identification purposes only and are the trademarks of their respective owners.
You may download or print a copy of information provided on the Site for your personal and internal use only. Any distribution, reprint or electronic reproduction of any content from the Site, in whole or in part, for any other purpose is expressly prohibited without Rewire’s prior written consent.
ACCESS AND INTERFERENCE
You agree that you will not access or use the Site in an unauthorized manner, such as:
A. Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Site, without Rewire’s express written consent, which may be withheld in Rewire’s sole discretion;
B. Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Site, other than the search engines and search agents available through the Site and other than generally available third-party web browsers;
C. Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interferes with the proper working of the Site; or
D. Attempt to decipher, decompile, disassemble, replicate or reverse-engineer any of the software comprising or in any way making up a part of the Site.
RULES FOR SUBMITTING ACCOUNT CONTENT IN CONNECTION WITH THE SITE
As part of the Site, you may submit Account Content.
A. You are solely responsible for all Account Content you submit in connection with the Site.
B. By submitting Account Content in connection with the Site, you represent that you have all necessary rights to such Account Content.
C. You may not post or transmit any Account Content which is libelous or defamatory, or which discloses private or personal matters concerning any person. You may not post or transmit any Account Content that is indecent, obscene, pornographic, harassing, threatening, abusive, hateful, racially or ethnically offensive; that encourages conduct that would be considered a criminal offense, give rise to civil liability or violate any law; or that is otherwise inappropriate.
D. You may not post or transmit any Account Content that would violate the property rights of others, including unauthorized copyrighted text, images or programs, trade secrets or other confidential proprietary information, and trademarks or service marks used in an infringing fashion.
E. You may not interfere with other members’ use of the Site, including, without limitation, disrupting the normal flow of dialogue in an interactive area of the Site, deleting or revising any content posted by another person or entity, or taking any action that imposes a disproportionate burden on the Site infrastructure or that negatively affects the availability of the Site to others.
F. You may not post or transmit charity requests; petitions for signatures; franchises, distributorship, sales representative agency arrangements, or other business opportunities (including offers of employment or contracting arrangements); club memberships; chain letters; or letters relating to pyramid schemes. You may not post or transmit any advertising, promotional materials or any other solicitation of other users to use goods or services except in areas explicitly designated for such purpose.
G. You may not copy or use personally identifying or business contact information about other users without their permission. Unsolicited e-mails, mailings, telephone calls, or other communications to individuals or companies whose contact details you obtain through the Site are prohibited.
FORMS OF AGREEMENTS
Rewire or its affiliates may offer standard forms of agreement as part of the transaction process, which are made available on the Site on an “as-is” basis. Rewire is not acting as legal counsel to any party and use of any form of agreement, whether made available on the Rewire website or otherwise, and the provision of form documents does not constitute the provision of legal advice by Rewire to any person. Rewire strongly recommends that members consult their legal and financial advisors prior to entering into any agreement.
DISCLAIMER OF REPRESENTATIONS AND WARRANTIES
“Released Parties” include Rewire and its affiliates, and their officers, directors, employees, agents, partners, licensors, and service providers.
THE CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH OR PROVIDED THROUGH THE SITE ARE PROVIDED TO YOU ON AN “AS-IS” AND “AS AVAILABLE” BASIS. THE RELEASED PARTIES MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE SITE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK.
THE RELEASED PARTIES MAKE NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE CONTENT OF THE SITE, WHETHER SUCH CONTENT IS PROVIDED BY THE RELEASED PARTIES, A USER OF THE SITE, INCLUDING A BROKER-DEALER OR AN ISSUER, AND THE RELEASED PARTIES EXPRESSLY DISCLAIM ANY WARRANTIES OF NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. THE RELEASED PARTIES MAKE NO REPRESENTATION, WARRANTY OR GUARANTEE THAT THE CONTENT THAT MAY BE AVAILABLE THROUGH THE SITE IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITIOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION.
LIMITATIONS ON REWIRE’S LIABILITY
NONE OF THE RELEASED PARTIES SHALL IN ANY EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO OR YOUR USE OF THE SITE OR THESE TERMS, EVEN IF THE RELEASED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, LIABILITY OF THE RELEASED PARTIES, IN THE AGGREGATE, TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE SECURITIES ACTION, WILL AT ALL TIMES BE LIMITED TO $500.00 (FIVE HUNDRED UNITED STATES DOLLARS) OR THE AMOUNT OF FEES YOU HAVE ACTUALLY PAID TO REWIRE FOR ACCESS TO THE SITE WITHIN THE PAST ONE-YEAR, IF ANY, WHICHEVER AMOUNT IS GREATER. YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, ANY SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
YOUR INDEMNIFICATION OF REWIRE
You shall defend, indemnify and hold harmless the Released Parties, from and against all claims, losses, liabilities, damages and reasonable costs and expenses, including but not limited to reasonable attorneys’ fees, in whole or in part arising out of or attributable to any breach of these Terms by you.
REVISIONS TO THESE TERMS
We may revise these Terms at any time by posting an updated version. You should visit this page periodically to review the most current terms and conditions, because you are bound by them. Your continued use of the Site after a change to these Terms constitutes your binding acceptance of these terms and conditions. In addition, we may from time to time require you to execute an updated or revised agreement for continued access to the Site.
GOVERNING LAW AND VENUE FOR DISPUTES
These Terms, and your relationship with Rewire under these Terms, is governed by the laws of the State of New York without regard to its conflict or choice of law provisions. Any dispute with the Released Parties arising under or in relation to these Terms shall be resolved exclusively in New York, New York, except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case Rewire may seek such relief in any court with jurisdiction over the parties. You understand that, in return for agreement to this provision, Rewire is able to offer the Site at the terms designated, and that your assent to this provision is an integral part of Rewire’s willingness to allow you access to the Site.
You also acknowledge and understand that, with respect to any dispute with the Released Parties, arising out of or relating to your use of the Site or these Terms:
YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and
YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.
If any portion of these Terms is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, these Terms as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of these Terms that is unlawful, void or unenforceable shall be stricken from these Terms.
You agree that if Rewire does not exercise or enforce any legal right or remedy that is contained in these Terms (or which Rewire has the benefit of under any applicable law), such failure to exercise such right or remedy may not be construed as a waiver of any other rights and remedies of Rewire.