Terms of Service

AGREEMENT FOR SERVICES

IMPORTANT: ALTSPASSPORT, INC. (“ALTSPASSPORT” “WE”, “OUR” OR “US”) IS WILLING TO LICENSE THE RIGHT FOR YOU TO USE THE SERVICES PROVIDED BY ALTSPASSPORT, INCLUDING ACCESS TO OUR SOFTWARE AS A SERVICES PLATFORM, DATABASES AND SITES (COLLECTIVELY THE “SERVICES”) TO YOU ONLY UPON THE CONDITION THAT YOU, EITHER AS AN INDIVIDUAL OR A DULY AUTHORIZED REPRESENTATIVE FOR AN ENTITY(“CUSTOMER”), ACCEPT ALL OF THE TERMS CONTAINED IN THIS AGREEMENT (“AGREEMENT”). PLEASE READ THE TERMS OF THIS AGREEMENT AND ANY PROVIDED SUPPLEMENTAL TERMS CAREFULLY. YOU SHOULD MAINTAIN A COPY OF THIS LICENSE FOR YOUR RECORDS.

The following Agreement govern your use of the Services and any and all Services available on or through the Services or otherwise provided by Us; provided, however, that if you have only been granted a limited trial license, then you are referred to herein as a “Trial User” and the provisions of Section 6 below (“Trial Provisions”) as well as the other components of these Terms shall apply to your use of the Services (your “Trial Use”). Personal information collected in connection with use of the Services is governed by our Privacy Policy.

We reserve the right, at Our sole and unfettered discretion, to modify, amend, remove or replace any (or all) of the terms or conditions of this Agreement at any time. It is your responsibility to review this Agreement periodically as the then-existing Agreement will govern. Your continued use of the Services following the posting of any changes, amendments, additions or deletions to this Agreement constitutes acceptance of those changes. If any change to this Agreement is not acceptable to you, your sole and exclusive remedy is to cease accessing, browsing and otherwise using the Services.

1. Term and Termination

This Agreement shall remain in force until terminated by either party. Except as set forth below, this Agreement may be terminated at any time with sixty (60) days prior written notice by either party. In the event of termination, You shall be responsible for payment of all Services that have been performed. We, in Our sole discretion, have the right to suspend or discontinue providing the Services to any You without notice for non-compliance with this Agreement, and pursue any other remedy legally available to us. Upon termination of this Agreement for any reason, each party shall immediately return all of our documents, property, and other records of the other party. All post-termination obligations contained herein shall survive the termination of this Agreement.

2. Payment, Refunds and Subscription Change

You will provide Us with a valid credit card or ACH information for payment of any fees set forth in the Engagement Letters. All such fees are exclusive of all federal, state, provincial, municipal or other taxes. You will be charged monthly starting on the 1st day of each month after the subscription was initially created. Subscriptions canceled prior to the processing of the first invoice, will not be charged. You will thereafter be charged in advance on a monthly basis, and the charge is non-refundable. No refunds or credits will be issued for partial months of Services or refunds for months unused with an active subscription. There are no charges for canceling a subscription, and paying subscriptions cancelled prior to the end of the current month will not be charged again in the following month. The amount charged on the next billing cycle will be automatically updated to reflect any changes to the subscription, including upgrades or downgrades. Subscription changes, including downgrades, may result in loss of Content, features, or an increase or reduction in the amount of available capacity for Content provided by the Services. All prices are subject to change upon notice. Such notice may be provided by an e-mail message to the Administrator, or in the form of an announcement on the Services.

3. Limited License & Use of the Services

You are granted a non-exclusive, non-transferable, non-assignable, non-sublicensable, limited license to access and use the Services in accordance with the further restrictions set forth in any separate written agreement between us and (i) in compliance with this Agreement and (ii) You agree to abide by any third party software, database, Content or technology (“Third Party Provider”) terms, including;

• Amazon Web Services, Inc.
• Automattic Inc. d/b/a Wordpress
• Cloudflare, Inc.
• Google Inc.
• Formagrid Inc. d/b/a Airtable
• HubSpot, Inc.
• SG Hosting Inc. d/b/a SiteGround
• SmartyStreets, LLC
• Softr Platforms GmbH

The Services (including their content, layout, functions, features, code, and appearance), all user interfaces, all reports and other deliverables, and all other content or information, or portion or combination thereof, made available by AltsPassport in connection with the Services (“AltsPassport Content”) is provided by AltsPassport for ordinary internal business and informational purposes. AltsPassport and its Third Party Providers make no representations or warranties regarding the accuracy or completeness of AltsPassport Content, and AltsPassport reserves the right to change or update AltsPassport Content at any time without notice. For clarity, AltsPassport Content does not include User-Uploaded Information (defined below).

You agree to abide by all applicable laws in connection with your use of the Services (including the AltsPassport Content, including without limitation securities laws and regulations, privacy laws and regulations, and laws governing marketing or other contact with individuals by phone, text, e-mail, any other electronic communication, or regular mail. Without limiting the foregoing, you shall not (i) use the Services to store or transmit libelous, infringing, unlawful or tortious material or material in violation of third party rights; (ii) use the Services for the purpose to be construed as a “consumer report”; (iii) transmit, provide access to or display any AltsPassport Content to any person or entity that you know would engage in unfair or deceptive practices using such AltsPassport Content; (iv) use the Services in violation of any law concerning unsolicited messages or communications, including EU Directive 2002/58/EC, the U.S. CAN-SPAM Act, and Canada’s Anti-Spam Law (CASL); (v) use the Services to store or transmit harmful or malicious code or devices; or (vi) interfere with or disrupt the integrity or performance of the Services or related systems.

You agree to safeguard and maintain the confidentiality of your login credentials.

You acknowledge and agree that AltsPassport may, through the Services, collect, store, and use technical details, user preferences, and permissions, and login or other personal data and related information, to facilitate the provision and enhancement of the Services. This may include technical information about your computing device and browser.

No part of the Services constitutes investment, tax, or legal advice, nor should any of the Services be relied upon in making an investment or other financial decision. You should obtain relevant and specific professional advice before making any such decision.

If applicable, AltsPassport may have incorporated “Enterprise” level functionality (the ability to share information among user accounts) into the Services. If a Customer has “Enterprise” functionality enabled, information and activities added by a user can be shared with other users within the Customer’s account.

As part of its services, AltsPassport collects, licenses, and uses information regarding individuals and companies in the financial and investment community. It is possible that you and some of your contacts may be part of the financial and investment community, and information about you and some of your contacts may appear in our licensed databases, including the Services. Please be assured that information in our licensed databases, including the Services, is independently collected by the AltsPassport research department and does not come from data that is received from users of our Services.

4. Proprietary Rights; AltsPassport Content

AltsPassport Content contains information that is obtained, created, and/or maintained by AltsPassport at great effort and expense. Likewise, the software and database structures through which AltsPassport Content is stored and retrieved are unique and valuable, and have also been obtained, created, and/or maintained by AltsPassport at great effort and expense.

As between you and AltsPassport, and subject to an applicable third party software license, AltsPassport owns all right, title, and interest in and to the Services and the AltsPassport Content as well as the design, software code, database structures, trademarks, copyrights, and other intellectual property included or utilized in the Services, and any updates thereto (“AltsPassport IP”). AltsPassport IP is protected by applicable intellectual property and other laws, including laws governing patents, copyrights, trade secrets, trademarks, and unfair competition.

You may not (directly or indirectly, knowingly or unknowingly): (i) sell, publish, transmit, distribute, encumber, rent, lease or otherwise permit any person or entity (other than a permitted user) to access or use any Services (including any AltsPassport Content) or any materials derived therefrom in any manner; (ii) reverse engineer, decompile, decrypt, disassemble, modify, copy, display, translate or create derivative works based on, or circumvent or disable any security or technological measures of, any Services (including any AltsPassport Content); (iii) alter, remove, obscure or fail to reproduce any rights notices contained in any Services (including any AltsPassport Content); (iv) print, download or export any AltsPassport Content (A) other than as permitted by any licensed features of the Services or in the Trial Provisions or (B) in any manner that exceeds any limitations in a separate document or, for Trial Use, in the Trial Provisions; (v) use the Services (including any AltsPassport Content) or any materials derived therefrom to create or modify any database or any product or service related to data or that could be competitive with or a substitute for any portion of the Services; or (vi) copy, take screen shots of or otherwise detail the appearance or functionality of any of the Services to or for any competitor of AltsPassport.

You do not and will not acquire any ownership in any Services, AltsPassport Content or other AltsPassport IP as a result of these Terms, any other agreed to terms, or your use of the Services. You may not (and shall not permit any other person to) copy, distribute, display, modify, or otherwise use the Services, the AltsPassport Content or any other AltsPassport IP except as expressly permitted by these Terms and an applicable Other agreed to terms.

All rights not expressly granted to you herein are expressly reserved. Without limiting the foregoing, you acknowledge and agree that you will not assert any ownership rights in any AltsPassport Content, including information that you provide to AltsPassport which may then or thereafter be included in the AltsPassport Content.

5. User-Uploaded Information

To the extent that the Services permits the uploading, posting, storage, or viewing of contact information or other content submitted by you or Permitted Users under the same Customer account (“User-Uploaded Information”), AltsPassport shall have no responsibility for any such content or access thereto, and AltsPassport shall not be responsible for any loss, unavailability, or corruption of such content. You are responsible for (i) ensuring that all User-Uploaded Information submitted by you complies with applicable law and (ii) obtaining all necessary rights to upload, publish, or disseminate such User-Uploaded Information.

With respect to any User-Uploaded Information submitted by you, you hereby grant to AltsPassport the right and a license (i) to store, display, and/or transmit such User-Uploaded Information to you and other Permitted Users under the Other agreed to terms in connection with use of the Services and (ii) to obtain, review, and use such User-Uploaded Information to perform services for Customer under the other agreed to terms, or to investigate or address any issue or complaint concerning the Services or any User-Uploaded Information and as otherwise necessary or appropriate in connection with AltsPassport’s provision of the Services.

You represent, warrant, and covenant that you shall not submit any User-Uploaded Information which (i) restricts or inhibits any other user from using and enjoying the Services; (ii) is unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, sexually explicit or indecent; (iii) constitutes or encourages conduct that would constitute a criminal offense or give rise to civil liability; (iv) violates, plagiarizes, infringes, or constitutes a misappropriation of the rights of any third party including, without limitation, copyright, trademark, trade secret, patent, rights of privacy or publicity or any other proprietary right; (v) contains any malware or other software code or programming of any kind; or (vi) constitutes or contains false or misleading indications of origin or statements of fact.

AltsPassport reserves the right to refuse to post or transmit or to remove any User-Uploaded Information in whole or in part, in AltsPassport’s sole discretion, including any User-Uploaded Information that AltsPassport believes has been uploaded in violation of these Terms or an applicable other agreed to terms or constitutes a threat to the operation or integrity of the Services or the Services.

6. E-mail Addresses and Contact Information; Activities Functionality

Any e-mail service(s) included in the Services or any Application may or may not include auto-disclosure or unsubscribe features. You should ensure that you can comply with all applicable laws before using the Services or any Application to send messages or communications that advertise or promote securities of any commercial product or service. You are solely responsible for any information, messages and materials that you send using the Services or any Application or that you send using any information from the Services or any Application. Additionally, as stated in Section 1 above, you are responsible for ensuring that any and all messages or communications sent using the Services or any Application or sent using any information obtained from the Services or any Application comply with all applicable laws, including without limitation federal and state securities laws, and relevant provisions of EU Directive 2002/58/EC, the U.S. CAN-SPAM Act, and Canada’s Anti-Spam Law (CASL).

7. RSS Feed

AltsPassport may provide feeds of third party content by bringing the third party material into the Services via a Really Simple Syndication Feed (an “RSS Feed”). AltsPassport has no discretion to alter, update, or control the content accessed through an RSS Feed. The fact that AltsPassport has provided access to a third party website or application is not an endorsement, authorization, sponsorship, or affiliation with respect to such website or application, its owners, or its providers. There are inherent risks in relying upon using, or retrieving any information found on the Internet, and we urge you to make sure you understand these risks before relying upon, using, or retrieving any such information accessed via an RSS Feed. DISCOVERY DATA DOES NOT ENDORSE AND IS NOT RESPONSIBLE FOR (A) THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE THROUGH AN RSS FEED; (B) ANY CONTENT PROVIDED BY ANY RSS FEED; OR (C) THE CAPABILITIES OR RELIABILITY OF ANY PRODUCT OR SERVICE OBTAINED FROM AN RSS FEED. WHEN YOU ACCESS AN RSS FEED VIA THE SITE, YOU DO SO AT YOUR OWN RISK. DISCOVERY DATA SHALL NOT BE RESPONSIBLE FOR THIRD PARTY ADVERTISEMENTS POSTED ON ANY RSS FEED.

8. Trial Services

This Section applies only to a Trial User. Trial Users may only use the Services for the limited purposes and duration set forth herein. Further or continued use requires a separate license and/or service agreement and the payment of associated fees. AltsPassport grants to Trial User a limited, non-exclusive, non-transferable (even to Trial User’s affiliates), non-sublicensable, royalty-free license (the “Trial License”) to use limited features of the Services, any associated Application, and Services (as determined and made available by AltsPassport in its sole discretion) for Trial User’s own internal evaluation purposes only for the Trial Term (as defined below). Trial User may not copy, reproduce, transmit, disseminate, disclose, or publish any portion of the Services, or the AltsPassport Services and Trial User may not use the Services (including the Services) for its own commercial gain or the commercial gain of others, or for any purpose other than its own internal evaluation purposes. The Trial Term shall commence upon AltsPassport’s provision of access credentials to Trial User, and shall expire on the earlier of (a) thirty days after Trial User’s first login to any non-public area of the Services or another AltsPassport website using the provided access credentials and (b) AltsPassport’s termination in its sole discretion of Trial User’s access rights. Unless otherwise agreed by AltsPassport in writing (such as in connection with a separate license and/or service agreement and the payment of associated fees), any and all data and software obtained from or in connection with the Services must be purged from Trial User’s computing devices and systems promptly at the end of the Trial Term.

9. Limited Warranty and Limitation of Liability

(a) THE SERVICES IS PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS AND WE EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. We do not warrant that: (i) the Services will meet any specific requirements; (ii) the Services will be uninterrupted, timely, secure, or error-free; (iii) the results that may be obtained from the use of the Services will be accurate or reliable; (iv) the quality of any products, Services, information, or other material purchased or obtained through the Services will meet any expectations; and (v) any errors in the Services will be corrected.

(b) WE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), FOR ANY REASON. IN ANY CASE, OUR ENTIRE LIABILITY TO YOU UNDER ANY PROVISION OF THIS AGREEMENT SHALL NOT EXCEED the amount of fees paid by you in the previous 3 months IN THE AGGREGATE.

10. Changes to the Agreement. We may change any of the Agreement by posting revised Agreement on Our Services and/or by sending an email to the last email address you gave Us. Unless you terminate your account within ten (10) days, the new Agreement will be effective immediately and apply to any continued or new use of the Services. We may change the Services, the Services, or any features of the Services at any time.

11. The Digital Millennium Copyright Act of 1998. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who reasonably believe that material appearing on the Internet infringes their rights under U.S. copyright laws. If you believe in good faith that any Content made available in connection with the Services infringes your copyright, you (or your agent) may send Us a notice requesting that the Content be removed or access to it blocked. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA (see http://www.loc.gov/copyright for details). DMCA notices and counter notices should be sent to the addresses to the address in the Notices Section of this Agreement.

12. Indemnity and Attorney Fees

(a) You agree to fully and effectively defend, indemnify and hold, on demand, to the broadest extent allowed by law, Us, and each of Our former, present and future officers, directors, shareholders, agents, designees, employees, assignees, successors, independent contractors, assigns, administrators, principals, parents, subsidiaries, affiliates, divisions, partners, co-venturers, members and attorneys harmless, at your sole cost and expense, from and against any and all claims, liabilities, losses, demands, actions, causes of action, notices, proceedings, disputes, costs, expenses, liens, encumbrances, disagreements and notices, including without limitation, reasonable attorneys and accountancy fees and all costs in any manner related thereto in whole and in part (“Claim(s)”), further including without limitation, any and all attorneys’ fees, experts’ fees, accountants’ fees and actual costs occasioned by or arising out of (i) a breach of any of Your obligations, covenants, representations or warranties contained herein, (ii) disclosure of Our confidential information; (iii) Your use of the Services and (iv) the negligence or intentional misconduct of You or Your officers, employees, agents or contractors.

(b) If We file an action against you claiming you breached this Agreement and We prevail, We’re entitled to recover reasonable attorney fees and any damages or other relief We may be awarded.

13. Force Majeure

We won’t be held liable for any delays or failure in performance of any part of the Services, from any cause beyond Our control. This includes, but is not limited to, acts of God, changes to law or regulations, embargoes, war, terrorist acts, riots, fires, earthquakes, nuclear accidents, floods, strikes, power blackouts, volcanic action, unusually severe weather conditions, and acts of hackers or third-party internet Services providers.

14. Survivability

Even if this Agreement is terminated, the following sections will continue to apply: Sections 7-18.

15. Severability

If it turns out that a section of this Agreement isn’t enforceable, then that section will be removed or edited as little as necessary, and the rest of the Agreement will still be valid.

16. Amendments and Waiver

Amendments or changes to this Agreement won’t be effective until We post revised Agreement on the Services. That aside, additional terms may apply to certain features of the Services (the “Additional Agreement”). The Additional Agreement will be considered incorporated into this Agreement when you activate the feature. Where there’s a conflict between this Agreement and the Additional Agreement, the Additional Agreement will control. If We don’t immediately take action on a violation of this Agreement, We’re not giving up any rights under the Agreement, and We may still take action at some point.

17. Notices

Any notice to you will be effective when We send it to the last email or physical address you gave Us or posted on Our Services. Any notice to Us will be effective when delivered to Us by using the “Connect With Us” form located at www.altspassport.com, or any addresses as We may later post on the Services.

18. Entire Agreement

These Agreement and Our Privacy Policy and any other policies We make available to you (all of which are incorporated into this Agreement by reference), and any Additional Agreement you’ve agreed to make up the entire agreement and supersede all prior agreements, representations, and understandings.

19. Privacy

All information provided by you or collected by Us in connection with the Services is governed by Our Privacy Policy, the operative version of which is accessible at www.altspassport.com/privacy-policy. THE PRIVACY POLICY FORMS PART OF OUR AGREEMENT WITH YOU AND IS EXPRESSLY INCORPORATED IN THIS AGREEMENT BY REFERENCE.

20. Miscellaneous

(a) Technical support is only provided to Authorized Users with paying subscriptions, and is only available through email correspondence.

(b) You acknowledge and agree that We may use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Services.

(c) In the event of litigation arises between the Parties concerning the operation, construction, interpretation or enforcement of this Agreement, it is expressly agreed that the party in whose favor final judgment is entered shall be entitled to recover from the other party reasonable attorneys’ fees and all costs incurred, in addition to any other relief which may be awarded by the court. Said attorney’s fees and costs may be set by the Court at the trial of such action or may be enforced in a separate action brought for that purpose.

(d) The failure of Us to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or of the right to enforce it at a later time.

(e) The Agreement constitutes the entire agreement between you and Us and govern your use of the Services, superceding any prior agreements between you and Us (including, but not limited to, any prior versions of the Agreement).

(f) You may not assign or otherwise transfer your rights or delegate your duties under this license to access the Services without the prior written consent of Us.

(g) These Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina, and the federal laws of The United States applicable therein. Any such claim or dispute between you and Us arising out of or relating to this Agreement shall be decided exclusively by a court of competent jurisdiction located in the State of North Carolina. Either you or Us may seek any interim or preliminary relief from a court of competent jurisdiction in North Carolina, necessary to protect the rights or property of you or Us (or its agents, suppliers, and subcontractors) pending the completion of any judicial proceeding.

(h) You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

(i) The Services are controlled, operated and administered by us from our offices within the USA. If you access the Services from a location outside the USA, you are responsible for compliance with all local laws. You agree that you will not use the Content accessed through Services in any country or in any manner prohibited by any applicable laws, restrictions or regulations.

QUESTIONS

Please feel free to submit any questions regarding the Agreement to us by using the “Connect With Us” form located at www.altspassport.com.

Last updated January 1, 2024