Investor Nations OÜ, along with its corporate affiliates (“Investor Nations,” “InvestorNations”, “we,” “our”) operates the “Service,” which is defined as any website or web page (or mobile application) on which this set of Terms appears (“Website”), and any data, services, activity or transactions that are offered, made available or facilitated through any of the above.
These Terms of Service (“Terms of Service” or “Terms”) are a legally binding agreement that applies to the Service and governs your use of the Service and your (“you” or “your”) relationship with us. You accept and agree to these Terms of Service by either:
- Accessing or using the Service
- Clicking to accept these Terms of Service, or
- Accepting these Terms of Service in any other way.
If you violate these Terms of Service, or if you do not agree to these Terms of Service, you shouldn’t access (and you don’t have our permission to access) the Service.
In addition, if you intend to receive from us, data regarding European residents, please see Section 9, to which you must agree.
2. Changes to the terms of service
We may modify these Terms of Service in our sole discretion by posting updated versions of these Terms of Service on the Website or otherwise providing notice to you. All such changes shall become effective upon posting the revised Terms of Service on the Website or upon notice, as applicable.
3. Changes to the service
We may change the features and functionality of the Service at any time. This may include adding, modifying, or removing any features or functionality of the Service. The Terms of Service will apply to any changed version of the Service. We also may suspend or stop the Service altogether. In addition, we may impose or alter fees for new or existing aspects of the Service.
4. Eligibility restrictions
To use the Service, you must have reached the age of majority in the jurisdiction where you live (in most U.S. states, that’s 18 years old). If you are under this age, you shouldn’t use the Service or provide Submitted Data (defined below) to us.
5. Your license to the service
You may be and hereby are granted a license to use the Service and Output Data for (and solely for) your personal and/or your internal business purposes only, subject to the prohibitions and restrictions herein, and a license to store, print, or make a copy of Output Data we provide to you solely for your personal or internal business purposes. You may not resell, distribute, or create derivative works from the Service or the Output Data. You may not develop any service, product, toolset, dataset, or derivative work from the Output Data or the Service, whether in aggregated or non-aggregated form, and whether in identified or de-identified form.
6. Proprietary rights: what we own
As between you and Investor Nations, all rights, title, and interest in and to the Service, including without limitation patents, copyrights, trademarks, trade names, service marks, trade secrets, and other intellectual property rights, and any goodwill associated with the Service, are owned by Investor Nations. For instance, we own any design or product features inherent in the Service, such as the way that data is organized, curated, presented, and delivered, and any know-how or other intellectual property inherent in the way we have to create, provide, display or make available the Service. The Investor Nations names and logos are trademarks of Investor Nations, and may not be copied, imitated, or used, in whole or in part, without our prior written permission.
These Terms of Service do not grant you any ownership right, title, or interest in any of the above. You therefore may not use the Output Data to create any derivative work, service, or product, and you may not resell or re-license the Output Data in any manner or form.
7. Restrictions on the use of output data
You agree not to use the Service or Output Data in certain ways. You agree not to use the Service or Output Data to:
- violate any applicable laws (whether federal, state, or international) (“Laws”)
- violate the U.S. CAN-SPAM Act of 2003 or the Canadian Anti-Spam Legislation (CASL), as such statutes may be amended from time to time, or the U.S. TCPA. For information on CAN-SPAM, go here; for information on CASL, go here; and for information on the TCPA, go here
- use the Output Data to advertise or promote any goods or services (or send any other communications) that are illegal in the place offered or consumers
- use the advertise or promote adult services (such as pornography or escort services), tobacco products, illegal gambling, counterfeit or pirated goods or services, or violate any securities or commodities regulations (such as to support a “pump and dump” scheme
- defraud, deceive or mislead anyone
- communicate or transmit content that is defamatory, dishonest, obscene, sexually explicit, pornographic, vulgar, or offensive
- promote or engage in discrimination, racism, harassment or hate speech against any individual or group
- threaten or promote violence
8. Restrictions on the use of the service and your account
You agree to certain restrictions on your use of the Service. You may not:
- allow any other person to use your account, use any other person’s account, or share your password or account credentials with any other person
- transmit information to or through the Service that is fake or fictitious
- Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity
- access the Service in a way that exceeds your authority, such as by logging in to a server, account, or email network when you are not authorized to do so
- access the Service in an automated manner
- extract data from the Service in a way that exceeds our authorization or violates these terms or other policies or restrictions we have implemented (whether such implementation is verbal or mechanical in nature); for instance, you may not or use or attempt to use any engine, software, tool, agent or other device or mechanism (including browsers, spiders, robots, avatars or intelligent agents) to navigate or search any portion of the Site, other than the search engine and search agents made available through the Service
- reverse engineer, decompile or disassemble the Service (in whole or in part)
9. Special terms for use of customer personal data or output data about European data subjects
You may receive Output Data regarding data subjects who reside in the European Economic Area, Switzerland, or the United Kingdom (“European Data Subjects”) (such as their name, job title, or contact information), which we refer to below as European Output Data.” If you do so, you agree that you will use the Output Data only in the following situations, in addition to complying with other consent or permission requirements set out in this Section:
pursuant to explicit consent from the data subject of the Output Data, sufficient to comply with the consent requirements of GDPR.
for other purposes you have established are necessary to pursue your legitimate interests in the context of business-to-business relationships and in compliance with the GDPR and all other legal requirements. For instance, if you use the Output Data to contact actual or prospective business partners, you may need to obtain consent for “prospecting” by means of a telephone, fax machine, or email.
When you receive or use European Output Data, you understand and agree that you are the data controller, and we are your data processor, as those terms are used under the GDPR. You will obtain from each data subject (e.g., the persons in your customer database) all required consents (or establish another basis for processing the Output Data, if applicable), make available all required data subject rights, and otherwise, comply with all provisions of the GDPR and other European data protection rules applicable to data controllers.
To the extent that Investor Nations processes any Customer Personal Data (as defined in the Investor Nations Processing Agreement) that is subject to the European General Data Protection Regulation (GDPR) or other applicable European data protection rules, on the Customer’s behalf, in the provision of the services hereunder, the terms of the Investor Nations Data Processing Agreement, which are hereby incorporated by reference, shall apply. For customers that are located in the European Union, the United Kingdom, Switzerland, or the European Economic Area, the Standard Contractual Clauses adopted by the European Commission, attached to the Data Processing Agreement, with Investor Nations, which provide adequate safeguards with respect to the personal data processed by us under this Agreement and pursuant to the provisions of our Data Processing Agreement apply.
This Section 9 supersedes and takes precedence over any separate agreement or terms that we may enter into with you, regarding any data licensed from you to us, or from us to you.
Required Consumer Consents and Permissions. In some countries or jurisdictions, additional consents, notices, and permissions may be required for certain types of marketing or processing of personal information. Client understands that, while Provider seeks to comply with its own legal obligations, Provider has not obtained any rights or consents on Client’s behalf: therefore, to the extent that any law or regulation may require that Client (in addition to Provider) provide notice or obtain consent in order to market to any person or process any person’s personal data, Client agrees that Client shall obtain on Client’s own behalf such notices or consents.
We, or service providers working with us, may monitor the Service for any legitimate business purpose, including to monitor compliance with these Terms or evaluate how the Service is being accessed and used. We will be the sole and final arbiter as to whether the Service is being misused or these Terms are being violated. If we believe you have violated these Terms (or any law) we may terminate your account and access to the Service and any Output Data immediately and without notice. In such a situation we also may seek civil, criminal, or injunctive relief, at its sole discretion and without obligation, to enforce this Terms of Service and the law.
12. Disclaimer of representations and warranties
YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE ALONG WITH THE OUTPUT DATA IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE DISCLAIM ALL WARRANTIES AND REPRESENTATIONS, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES (1) OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, (2) OF INFORMATIONAL CONTENT OR ACCURACY, (3) OF NON-INFRINGEMENT, (4) OF PERFORMANCE, (5) OF TITLE, (6) THAT THE SERVICE WILL OPERATE IN AN ERROR-FREE, TIMELY, SECURE, OR UNINTERRUPTED MANNER, IS CURRENT AND UP TO DATE AND ACCURATELY DESCRIBES ANYTHING, OR IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, (7) THAT ANY DEFECTS OR ERRORS IN THE SERVICE WILL BE CORRECTED, (8) THAT THE SERVICE IS COMPATIBLE WITH ANY PARTICULAR HARDWARE OR SOFTWARE PLATFORM, OR (9) THAT WE WILL ENFORCE THE TERMS OF SERVICE AGAINST OTHERS TO YOUR SATISFACTION. EFFORTS BY INVESTOR NATIONS TO MODIFY THE SERVICE SHALL NOT BE DEEMED A WAIVER OF THESE LIMITATIONS OR ANY OTHER PROVISION OF THESE TERMS OF SERVICE. Some jurisdictions limit or don’t allow the disclaimer of implied warranties – in those states, these warranties will be disclaimed only to the fullest extent permitted by law.
13. Limitation of liability
IN NO EVENT WILL EITHER PARTY OR ITS RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, REPRESENTATIVES, AFFILIATES, PARENTS, SUBSIDIARIES, SUBLICENSEES, SUCCESSORS AND ASSIGNS, INDEPENDENT CONTRACTORS AND RELATED PARTIES BE LIABLE TO THE OTHER PARTY FOR ANY LOSS OF PROFITS, LOSS OF USE, LOSS OF DATA, INTERRUPTION OF BUSINESS, OR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICE, OUTPUT DATA OR WITH THE DELAY OR INABILITY TO USE SAME, OR FOR ANY BREACH OF SECURITY, OR FOR ANY CONTENT, PRODUCTS, AND SERVICES OBTAINED THROUGH OR VIEWED ON THE SERVICE, OR OTHERWISE ARISING OUT OF THE USE OF SAME, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, REGULATION, COMMON LAW PRECEDENT OR OTHERWISE, EVEN IF THE RESPECTIVE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES AND EVEN IF SUCH DAMAGES RESULT FROM A PARTY’S ENTITY’S NEGLIGENCE OR GROSS NEGLIGENCE. IN NO EVENT SHALL EITHER PARTY’S AGGREGATE LIABILITY FOR ANY CLAIM RELATING TO THE SERVICE (EXCLUSIVE OF PAYMENT OR INDEMNIFICATION OBLIGATIONS) EXCEED THE TOTAL OF THE AMOUNT PAID BY EITHER PARTY TO THE OTHER DURING THE PRIOR 12 MONTHS. ADDITIONAL DISCLAIMERS BY INVESTOR NATIONS MAY APPEAR WITHIN THE SERVICE AND ARE INCORPORATED HEREIN BY REFERENCE. TO THE EXTENT ANY SUCH DISCLAIMERS PLACE GREATER RESTRICTIONS ON YOUR USE OF THE SERVICE OR THE MATERIAL CONTAINED THEREIN, SUCH GREATER RESTRICTIONS SHALL APPLY. Some jurisdictions restrict or do not allow the limitation of liability in contracts, and as a result the contents of this section may not apply to you. In cases where such laws apply, the liability of the Investor Nations Entities shall be limited to the fullest extent permitted by law.
14. Arbitration, class action waiver, and applicable law
PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS.
Arbitration and class-action waiver
The arbitration shall be initiated in Tallinn, Harjumaa, Estonia, and you and we agree to submit to the personal jurisdiction of any court in Tallinn, Estonia, in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.
Federal Arbitration Act. You agree that these Terms of Service affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.
Initial Dispute Resolution. Most disputes can be resolved without resorting to litigation. You and we agree to use reasonable efforts to settle any dispute or claim, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration, other than lawsuits or arbitration for injunctive relief from alleged intellectual property infringement. To commence this procedure, you agree to contact our support department at firstname.lastname@example.org, or we may contact you using the last available information we have for you.
Binding Arbitration. If we do not reach an agreed-upon solution within a period of ten (10) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then we both agree to resolve by arbitration any and all controversies, claims, or disputes arising out of, relating to or resulting from (1) your relationship with us, (2) these Terms of Service, (3) any other aspect of the Service. These Terms of Service are intended to require arbitration of every claim or dispute that lawfully can be arbitrated, except for those claims and disputes which by the terms of these Terms of Service are expressly excluded from Section 14.
Limitations to this agreement to arbitrate
Section 14 (Arbitration and Class Action Waiver) shall be limited as follows:
Intellectual Property Claims. Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may bring an action on an individual (not class or representative action) basis in state or federal court or in Estonia and Trademark Office to protect its patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights.
The Terms of Service and the relationship between you and Investor Nations shall be governed in all respects by the laws of Estonia, without regard to its conflict of law provisions. Any claim or dispute either of us may have against the other that is not subject to arbitration must be resolved by a court located in Tallinn, Estonia. We both agree to submit to the personal jurisdiction of the courts located within Tallinn, Estonia for the purpose of litigating all such claims or disputes that are not subject to arbitration.
You agree to indemnify and hold harmless Investor Nations, its directors, officers, employees, contractors and agents, and its suppliers, licensors, and service providers, from and against any loss, liability, claim, demand, damages, costs, and expenses, including reasonable attorneys’ fees and expenses (collectively, “Claims”), arising out of or in connection with: (1) Your use of the Website or Service; (2) Your breach of these Terms of Service; or (3) Your violation of any applicable law or the rights held by any third party. Investor Nations will have the right, but not the obligation, to participate through counsel of its choice in any defense by You of any Claims as to which You are required to defend, indemnify, or hold harmless Investor Nations. You may not settle any Claims in a manner that may impose any obligation upon Investor Nations, without our prior written consent. The members of Investor Nations’s corporate family, and the agents, partners, employees, contractors, and advertisers of them and of Investor Nations, are third-party beneficiaries of this paragraph. Other than them, there are no other third-party beneficiaries of the Terms of Service.
Complete Agreement and Understanding. These Terms of Service are the entire and exclusive understanding and agreement between us and you regarding the Service, and these Terms supersede and replace any and all prior oral or written understandings or agreements between us and you regarding such topic, provided that any express modification in an Order Form shall govern and supersede any conflicting provision in these Terms. If we (or you) don’t enforce any part of these Terms, it won’t be considered a waiver.
Our Relationship With You. The relationship between you and us is that of independent contractors, and nothing in these Terms of Service shall be construed to create or imply any other relationship such as a partnership or an employer/employee or agency relationship.
Assignment and Waiver. Investor Nations may assign these Terms at its discretion. You may not assign, sublicense or transfer these Terms (or our license grant to you herein) in whole or in part to anyone else. No waiver of any obligation or right of either party shall be effective unless in writing, executed by the party against whom it is being enforced.
17. Account security
We make no representations or promises regarding security. Despite our security efforts, it is possible that unauthorized individuals will obtain your information, such as through web-scraping tools (even though we do not authorize and in fact prohibit that behavior).
Customer users are responsible for accessing the Company network, systems, or application only through encrypted connections.
Customer users are responsible for maintaining up-to-date OS (operating system) patching and active antimalware on the end-user devices used to connect to the Company environment.
Customers are required to notify Company within 72 hours of security incidents that could have implications for the Company (e.g. Company application user with compromised credentials, stolen laptop of a Company user, partner network compromise including malware worm or ransomware, etc.)
Customer users are responsible for keeping user IDs and passwords used to access Company systems confidential at all times. The customer agrees to keep Company Intellectual Property and proprietary information confidential.
Investor Nations runs a vulnerability discovery program. If you suspect there are any vulnerabilities with our services, please reach out to email@example.com and we will look into those for you.
18. Linked services
The Service may contain links to — or even reside on — third-party websites and services that are not owned or controlled by us. The Service may sometimes makes available embedded links or content from such services, such as for promotions or information hosted by a third-party website. We do not assume responsibility for any such third-party websites, services, or content. If you view, access, or otherwise interact with any such websites, services or content, you do so at your own risk and you agree that we have no liability arising from such access.
19.Termination and Refunds
Either party may terminate this Agreement effective immediately, if the other party materially breaches any of the terms or conditions of this Agreement and fails to cure such material breach within three (3) days of its receipt of a written notice identifying the breach in reasonable detail. In addition, we may terminate this Agreement for convenience by providing You at least thirty (30) days prior written notice; and. The Customer will pay in full for the Service up to and including the last day on which the Service is provided.
In case the contract is terminated by You (the Customer), no refunds of any kind will be made. You will still have access to the platform till the end of your subscription period set during sign-up.
Legal notices (including but not limited to termination notices) must be sent to firstname.lastname@example.org or Hobujaama 4, 10151 Tallinn, Estonia. We will send legal notices to You via a method of our choosing that is reasonably intended to provide such notice to You, including without limitation via the Service or to the email or other address You have provided to us.
If this Agreement terminates, You will no longer be authorized to access the Website or Services. Sections 6, 7, 11-15, and 18-19 of the Agreement will survive termination.
If any provision of these Terms is determined by a court to be invalid, illegal, or unenforceable, that determination will not affect the validity or enforceability of the remaining provisions of the Terms, and each provision shall be considered as separate, severable, and distinct from each other.
21. Force Majeure
Neither party to these terms will be deemed responsible or liable for its failure to perform or delay in performance under these Terms (or any Order Form) where such delay or failure is beyond its control, such as were caused by strikes or labor disputes, internet or telecommunications failures, shortages of or inability to obtain labor, energy, or supplies, war, terrorism, riot, acts of God or governmental action, natural disasters including floods, earthquakes and hurricanes, acts by hackers or other malicious third parties and problems with the Internet generally, and such performance shall be excused to the extent that it is prevented or delayed by reason of any of the foregoing.