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INSIGHTSM TERMS AND CONDITIONS OF USE STATEMENT Welcome to InsightSM wealth information management service ("Insight Service") made available to you from Private Client Resources LLC ("PCR," "We," or "Us") either as a Customer or client through your financial advisor or family office. These Terms and Conditions of Use Statement are part of the Customer Service Agreement and the PCR Household Authorization Form ("Authorization Form"), which lists all the accounts and assets you wish us to include in your personalized reports generated through the Insight Service ("Insight Reports"). By signing the Customer Service Agreement or the Authorization Form, you expressly agree to be bound by these Terms and Conditions of Use. Also contained in the Authorization Form is a copy of our Privacy Notice, as required by federal statute. Please read this Privacy Notice carefully, for it further explains how we use your personal financial data. 1. Insight Service. A. The Insight Service is an end-to-end information service that publishes your consolidated wealth information via an encrypted website. The Insight Service consolidates information from your custodians, and other third party sources like pricing services. We input some of your information manually; we also use a variety of technologies to import your information from these third parties. B. WE ARE NOT YOUR FINANCIAL OR INVESTMENT ADVISORS. We never evaluate the suitability or potential value of any particular investment or information source. The information and content provided by the Insight Service, including the Insight Reports, is for information purposes only and should not be construed as advice, an offer to sell, a solicitation to buy or a recommendation of any security or other investment by PCR. C. Accuracy. Where possible, we independently check your positions as shown in the Insight Report against broker's position statements. However, we do not make any independent effort to verify the accuracy or completeness of information obtained from third parties. Therefore, the consolidated financial picture provided to you in the Insight Report may not necessarily be accurate and is merely our opinion based on such third party information. PCR is solely an information company and does not assume any liability for the timeliness, accuracy or comprehensiveness of the Insight Reports. D. Access, Passwords. You are responsible for providing all hardware, software, telephone or other communications equipment and or service to connect to the Internet and access the Insight Service, and are responsible for all Internet access charges, telephone charges or other fees incurred in connecting to the Internet and accessing the Insight Service. Upon completion of the Authorization Form and payment of the applicable fees, we will issue you a password and a personal identification number ("PIN") which will enable you to access the Insight Service. While we guard your financial information carefully, we assume no liability if your information, password or PIN number go astray and are used in an unauthorized way. E. Service Availability, Timeliness. We strive to operate the Insight Service continuously, twenty-four hours a day, seven days a week. The Authorization Form specifies how we update each account. However, like any internet-based system, the operation of the Insight Service is inherently subject to interruptions, delays, data losses resulting from software operation, equipment and connection failures, traffic loading variations, and other circumstances beyond our control. These problems may result in loss of data, personalization settings, an inability to access the Service, and delayed or failed delivery of the Insight Reports or updating process, for which PCR assumes no liability. F. Right to Change. We reserve the right to modify, change or cease providing access to the Insight Service or any of the content or third party sites available through the Insight Service at any time and upon prior notice from us. G. Cancellation. You may cancel your enrollment in the Insight Service at any time by contacting us. We may cancel your enrollment in the Insight Service at anytime with prior notice. 2. Your Use of the Insight Service. A. Privacy and Security. All of your information will be maintained confidential and secure as set forth more in detail in our Privacy Policy. Please guard your PIN and password. You are responsible for maintaining the confidentiality of your PIN, password and other log-in information, and are responsible for all uses of your account, whether or not actually or expressly authorized by you. B. Proprietary Rights. You acknowledge and agree that we own all rights to this website and all Insight Report formats. You are only permitted to use the content of the Insight Report and the Insight Service as displayed on our website as expressly authorized in this Terms and Conditions of Use. You may not copy, reproduce, distribute, or create derivative works from this content except for personal use. Furthermore, you agree not to reverse engineer or reverse compile any of our technology, including but not limited to, any Java applets associated with the Insight Service. 3. Rights You Grant to Us. A. Content You Provide. Subject to our Privacy Policy, you agree to allow us (i) to use the information you provide to us, which may include, but not be limited to, financial data, investment account data, passwords, usernames, personal identification codes, general log-in information, (collectively, "Content") for the purpose of providing the Insight Service to you, and (ii) to obtain your Content and any other information which we deem necessary from certain third-parties listed in the Authorization Form. Any data registered in the system becomes part of the permanent record being developed by PCR. You understand that we may modify, aggregate or create new material using such Content in order to provide the Insight Service to you. As part of the Insight Service, PCR may combine portions of your Content with other data provided by clients of other customers and publish the aggregates of such information; provided that no specific advisor or client will be identifiable in any such publications. One of the features of the Insight Service allows you and our other clients to "look up" the actual daily or monthly values of hedge funds and mutual funds generated by the Insight Service using the information obtained from different clients of PCR without identifying the names of such clients. 4. Other Important Legal Matters. A. Disclaimer of Warranties. You expressly understand and agree that your use of the Insight Service and all information, products and other content (including that of third parties) included in or accessible from the Insight Service is at your sole risk. The Insight Service is provided on an "as is" and "as available" basis. We expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We make no warranty that: (I) the Insight Service will meet your requirements; (ii) the Insight Service will be interrupted, timely, secure, or error-free; (iii) the results that may be obtained from the use of the Insight Service will be accurate or reliable; (iv) the quality of any products, resources, information, or other material purchased or obtained by you through the Insight Service will meet your expectations; and, (v) any errors in technology will be corrected.) Any material downloaded or otherwise obtained through the use of the Insight Service i s done at your own discretion and risk and you are solely responsible for any damage to your computer system or loss of data that results from the download of any such material. No information whether oral or written, obtained by you from us or through or from the Insight Service will create any warranty not expressly stated in these terms. Some jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above limitations may not apply to you. To the extent that any part of this section is not consistent with any other part of these Terms and Conditions of Use, then this section will control. B. Limitation of Liability. You agree that neither we nor any of our affiliates, account providers or any of their affiliates, will be liable for any harms, including, but not limited to, direct, indirect, incidental, special, consequential or exemplary damages, including, but not limited to, damages from trading losses, loss of profits, goodwill, use, data or other intangible losses, even if we have been advised of the possibility of such damages, resulting from: (i) the use or the inability to use the Insight Service; (ii) the cost of getting substitute goods and resources resulting from any products, data, information or resources purchased or obtained or messages received or transactions entered into, through or from the Service; (iii) unauthorized access to or alteration of your transmission data; (iv) statements or conduct of anyone on the Service; (v) the use, inability to use, unauthorized use, performance or non-performance of any third party account provider site, even if the provider has been advised previously of the possibility of such damage; or, (vi) any other matter relating to the Insight Service. C. Indemnification. You agree to protect and fully indemnify us and our service providers from any and all third party claims, liability, damages, expenses and costs (including, but not limited to, reasonable attorneys fees) caused by or arising from your use of the Insight Service, your violation of the Terms and Conditions of Use or your infringement, or infringement by any other user of your account, of any intellectual property or other right of anyone. D. Copyright and Trademarks. All graphics, information and content, including any software programs available on or through this website (the "Copyrights") are the property of PCR. All trademarks, logos and service marks, including, but not limited to, the service marks Insight and PCR (the "Marks") are the property of PCR. You are prohibited from modifying, copying, distributing, transmitting, displaying, publishing, selling, licensing, creating derivative works or using any of the Copyrights or Marks for commercial or public purposes E. Links. The Insight Service website may contain links to other website as controlled by third parties, which are provided as a convenience to you. We have selected such third-party websites on the basis that they may be of interest to you, but we do not screen, approve, review or otherwise endorse any content or information contained in those websites. You agree that we are not responsible for the content of such third-party websites, including the accuracy or availability of information provided by those sites, and that we do not make any representations or warranties regarding those sites. F. Other. If any provision of these Terms and Conditions of Use Statement is held to be unenforceable, then such provision shall be construed, as nearly as possible, to reflect the intentions of the parties with the other provisions remaining in full force and effect. The laws of the State of Delaware govern the interpretation and performance of this agreement, except with respect to conflicts of laws. You agree to submit all such disputes to binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association |
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