Terms of Use…

Wel­come to the RWR Advi­so­ry Group online web­site (the “Site”).  This Site is intend­ed to pro­vide you with infor­ma­tion and access to a vari­ety of prod­ucts and ser­vices relat­ed to our data research.  It also allows you to inter­act with us and oth­ers and pro­vides you the oppor­tu­ni­ty to con­tact us direct­ly.  While we want you to enjoy the expe­ri­ence of vis­it­ing our Site, we also want you to under­stand the terms to which you agree when vis­it­ing the Site.  Ref­er­ences to “we,” “our,”  “us” or “RWR” here­in refer to RWR Advi­so­ry Group, LLC, a Delaware lim­it­ed lia­bil­i­ty com­pa­ny, and our ser­vice providers and designees as deemed appro­pri­ate by us.

 

Com­pli­ance with Terms

By access­ing this Site, you are agree­ing to these Terms of Use, our Pri­va­cy Pol­i­cy and any oth­er legal notices, terms and poli­cies made avail­able on this Site (togeth­er referred to as “Terms”), all of which are express­ly incor­po­rat­ed here­in by this ref­er­ence. 

You agree to use the Site only in accor­dance with the Terms, whether you are a “Vis­i­tor” (which means that you sim­ply browse the Site) or you are a “Mem­ber” (which means you have reg­is­tered with us for the Site).  The term “User” means a “Vis­i­tor” or a “Mem­ber.”  Please read and save all of the Terms.  If you do not agree with the Terms, do not use this Site or any of its fea­tures.  If you reg­is­ter to become a Mem­ber you may be required to indi­cate your accep­tance to these Terms dur­ing the reg­is­tra­tion process. 

 

Amend­ment

We may amend or ter­mi­nate any Terms at any time and such amend­ment or ter­mi­na­tion will be effec­tive at the time we post the revised Terms on the Site.  Each time you use the Site you should vis­it and review the then cur­rent Terms that apply to your trans­ac­tions and use of this Site.  Your con­tin­ued use of the Site after we have post­ed revised Terms sig­ni­fies your accep­tance of such revised Terms.  If you are dis­sat­is­fied with the Site, its con­tent or any Terms (includ­ing as mod­i­fied), you agree that your sole and exclu­sive rem­e­dy is to dis­con­tin­ue using the Site.  The Terms are the entire agree­ment between you and RWR with respect to your use of the Site.

 

Eli­gi­bil­i­ty

Use of the Site and its fea­tures and reg­is­tra­tion to be a Mem­ber (“Mem­ber­ship”) is void where pro­hib­it­ed.  By using the Site and its fea­tures, you rep­re­sent and war­rant that (a) all reg­is­tra­tion infor­ma­tion you sub­mit or that is sub­mit­ted about you is truth­ful and accu­rate; (b) you will main­tain the accu­ra­cy of such infor­ma­tion; and © your use of the Site and its fea­tures does not vio­late any applic­a­ble law or reg­u­la­tion. 

 

Term

The Terms, as we may revise them from time to time, shall remain in full force and effect while you use the Site fea­tures or are a Mem­ber.  You may ter­mi­nate your Mem­ber­ship at any time, for any rea­son, by pro­vid­ing writ­ten notice to us.  We may ter­mi­nate your Mem­ber­ship at any time, for any or no rea­son, with or with­out pri­or notice or expla­na­tion, and with­out lia­bil­i­ty.  Even after Mem­ber­ship is ter­mi­nat­ed, the Terms will remain in effect and you will remain bound by them except that your right to use the Site as a Mem­ber will ter­mi­nate.

 

Pass­words

If you are reg­is­tered or reg­is­ter your­self to become a Mem­ber, you will either be assigned or be asked to choose a user name (or email address) and pass­word.  You are sole­ly respon­si­ble for main­tain­ing the con­fi­den­tial­i­ty of this infor­ma­tion.  You are not per­mit­ted to allow any­one else to use your user name and pass­word to log into the Site.  You must noti­fy us imme­di­ate­ly if you sus­pect any unau­tho­rized use of your account or access to your pass­word.  You are sole­ly respon­si­ble for any and all use of your account so please be vig­i­lant in pro­tect­ing its con­fi­den­tial­i­ty. 

 

Your Use of the Site

Pur­suant to a sep­a­rate agree­ment between RWR and your com­pa­ny, or a com­pa­ny that your com­pa­ny sub­con­tracts with, you have been grant­ed a non-trans­fer­able, non-exclu­sive license to access this Site, to view infor­ma­tion con­tained at this Site and to inter­act with the Site sole­ly for your company’s com­mer­cial pur­pos­es.  You agree not to use the Site for any unlaw­ful pur­pose.  You agree not to copy, reverse engi­neer, trans­late, port, mod­i­fy or make deriv­a­tive works of any por­tion of the Site.  You agree not to rent, retrans­mit, dis­close, pub­lish, sell, assign, lease, sub­li­cense, mar­ket, or trans­fer the Site or any por­tion there­of or use it in any man­ner not express­ly autho­rized by the Terms.  Tam­per­ing with the Site, mis­rep­re­sent­ing the iden­ti­ty or age of a user, using buy­ing agents or con­duct­ing fraud­u­lent activ­i­ties on the Site are pro­hib­it­ed.

 

User Con­tent

Gen­er­al­ly

We may, but are not oblig­at­ed to, allow you to upload con­tent for dis­play on the Site.  If we allow this fea­ture, please choose care­ful­ly the infor­ma­tion you post on the Site, pro­vide to oth­er Users and/or oth­er­wise make avail­able to us and through the Site.  Your con­tent may not include any form of pro­hib­it­ed con­tent, as out­lined below.  Despite this pro­hi­bi­tion, infor­ma­tion, mate­ri­als, prod­ucts or ser­vices pro­vid­ed by oth­er Mem­bers (for instance, in their pro­file or dis­played on the Site in areas in which users can post con­tent) may, in whole or in part, be unau­tho­rized, imper­mis­si­ble or oth­er­wise vio­late the Terms, and we assume no respon­si­bil­i­ty or lia­bil­i­ty for this mate­r­i­al.  If you become aware of mis­use of the Site or its fea­tures by any per­son, please click on the “Con­tact Us” link on the Site pages and fol­low the direc­tions as to how to con­tact us. 

We reserve the right, in our sole dis­cre­tion, to reject, refuse to post or remove any post­ing by you, or to deny, restrict, sus­pend, or ter­mi­nate your access to all or any part of the Site at any time, for any or no rea­son, with or with­out pri­or notice or expla­na­tion, and with­out lia­bil­i­ty.  We express­ly reserve the right to remove your pro­file and/or deny, restrict, sus­pend, or ter­mi­nate your access to all or any part of the Site if we deter­mine, in our sole dis­cre­tion, that you have vio­lat­ed the Terms, pose a threat to us, our sup­pli­ers and/or our Users or for any oth­er pur­pose we deter­mine in our sole dis­cre­tion.

Pro­pri­etary Rights

RWR does not claim any own­er­ship rights in the text, files, images, pho­tos, video, sounds, musi­cal works, works of author­ship, appli­ca­tions, or any oth­er mate­ri­als (col­lec­tive­ly, “Con­tent”) that you post on the Site (if applic­a­ble).  After post­ing your Con­tent to the Site, you con­tin­ue to retain any such rights that you may have in your Con­tent, sub­ject to the lim­it­ed license here­in.  The Site may con­tain Con­tent of Users and oth­er licen­sors.  Except as pro­vid­ed with­in the Terms, you may not copy, mod­i­fy, trans­late, pub­lish, broad­cast, trans­mit, dis­trib­ute, per­form, dis­play, or sell any Con­tent appear­ing on or through the Site.

By dis­play­ing, pub­lish­ing Con­tent on the Site, or oth­er­wise sub­mit­ting Con­tent to us (col­lec­tive­ly, “post­ing”), you here­by grant to RWR a irrev­o­ca­ble, per­pet­u­al, world­wide, roy­al­ty-free, non-exclu­sive license to use, mod­i­fy, delete from, add to, cre­ate deriv­a­tive works of, pub­licly per­form, pub­licly dis­play, repro­duce and dis­trib­ute (and to sub­li­cense the fore­go­ing rights through mul­ti­ple tiers of licensees) such Con­tent on or through the Site.  From time to time, we may remove Con­tent from the Site, per­ma­nent­ly or tem­porar­i­ly.

You rep­re­sent and war­rant that: (i) you own the Con­tent post­ed by you on or through the Site or oth­er­wise have the right to grant the licens­es set forth above, and (ii) the post­ing of your Con­tent on or through the Site does not vio­late the pri­va­cy rights, pub­lic­i­ty rights, con­tract rights, intel­lec­tu­al prop­er­ty or any oth­er rights of any per­son or enti­ty.  You agree to be ful­ly respon­si­ble for and to pay any and all roy­al­ties, fees, and any oth­er monies owing any per­son or enti­ty by rea­son of any Con­tent post­ed by you.

The Site also con­tains Con­tent pro­vid­ed by RWR, includ­ing, with­out lim­i­ta­tion, text, images and logos (“RWR Con­tent”).  RWR Con­tent is pro­tect­ed by copy­right, trade­mark, patent, trade secret and oth­er laws, and RWR owns and retains all rights in the RWR Con­tent and the fea­tures and func­tion­al­i­ty of the Site.  RWR here­by grants you a lim­it­ed, revo­ca­ble, non­sub­li­cens­able license to repro­duce and dis­play the RWR Con­tent (exclud­ing any soft­ware code) sole­ly for your company’s use in con­nec­tion with uti­liz­ing the prod­ucts and ser­vices avail­able on the Site.

Con­tent Post­ed.

You agree to not use the Site to:

  1. upload, post, email, trans­mit or oth­er­wise make avail­able any Con­tent that is unlaw­ful, harm­ful, threat­en­ing, abu­sive, harass­ing, tor­tu­ous, defam­a­to­ry, vul­gar, obscene, libelous, inva­sive of another’s pri­va­cy, hate­ful, or racial­ly, eth­ni­cal­ly or oth­er­wise objec­tion­able;
  2. harm minors in any way;
  3. forge head­ers or oth­er­wise manip­u­late iden­ti­fiers in order to dis­guise the ori­gin of any Con­tent trans­mit­ted through the Site;
  4. upload, post, trans­mit or oth­er­wise make avail­able any Con­tent that you do not have a right to make avail­able under any law or under con­trac­tu­al or fidu­cia­ry rela­tion­ships;
  5. upload, post, trans­mit or oth­er­wise make avail­able any unso­licit­ed or unau­tho­rized adver­tis­ing, pro­mo­tion­al mate­ri­als or any oth­er form of solic­i­ta­tion;
  6. upload, post, trans­mit or oth­er­wise make avail­able any mate­r­i­al that con­tains soft­ware virus­es or any oth­er com­put­er code, files or pro­grams designed to inter­rupt, destroy or lim­it the func­tion­al­i­ty of any com­put­er soft­ware or hard­ware or telecom­mu­ni­ca­tions equip­ment;
  7. inter­fere with or dis­rupt the Site or servers or net­works con­nect­ed to the Site, or dis­obey any require­ments, pro­ce­dures, poli­cies or reg­u­la­tions of net­works con­nect­ed to the Site; or
  8. inten­tion­al­ly or unin­ten­tion­al­ly vio­late any applic­a­ble local, state, nation­al or inter­na­tion­al law; and/or col­lect or store per­son­al data about oth­er users in con­nec­tion with the pro­hib­it­ed con­duct and activ­i­ties set forth in para­graphs a through g above.

RWR may reject, refuse to post or delete any Con­tent for any or no rea­son, includ­ing, with­out lim­i­ta­tion, Con­tent that in the sole judg­ment of RWR vio­lates these Terms, includ­ing our Pri­va­cy Pol­i­cy.  We assume no respon­si­bil­i­ty for mon­i­tor­ing the Site for inap­pro­pri­ate Con­tent or con­duct.  If at any time RWR choos­es, in its sole dis­cre­tion, to mon­i­tor the Site, we nonethe­less assume no respon­si­bil­i­ty for the Con­tent, no oblig­a­tion to mod­i­fy or remove any inap­pro­pri­ate Con­tent, and no respon­si­bil­i­ty for the con­duct of the User sub­mit­ting any such Con­tent.

You are sole­ly respon­si­ble for your use of the Site, the Con­tent that you post on or through the Site, and any mate­r­i­al or infor­ma­tion that you trans­mit to oth­er Mem­bers and for your inter­ac­tions with oth­er Users. 

 

Dis­claimers

THE CONTENT MADE AVAILABLE ON THE SITE IS DESIGNED FOR INFORMATIONAL PURPOSES ONLYSUCH CONTENT SHOULD NOT BE RELIED UPON AS A SUBSTITUTE OR A REPLACEMENT FOR PROFESSIONAL , OR INDEPENDENT REASCRHRWR is not respon­si­ble for and makes no war­ranties, express or implied, as to any con­tent on the Site, includ­ing, with­out lim­i­ta­tion with respect to the accu­ra­cy and reli­a­bil­i­ty of the RWR Con­tent, User Con­tent or oth­er Con­tent post­ed on or through the Site, whether caused by us, by Users, by any of the equip­ment or pro­gram­ming asso­ci­at­ed with or uti­lized by the Site, or oth­er­wise.  The User Con­tent does not nec­es­sar­i­ly reflect the opin­ions or poli­cies of RWR.  Pro­files and third par­ty appli­ca­tions cre­at­ed and post­ed by Mem­bers on the Site may con­tain links to oth­er web­sites.  RWR is not respon­si­ble for the con­tent, accu­ra­cy or opin­ions expressed on such web­sites, and such web­sites are not nec­es­sar­i­ly inves­ti­gat­ed, mon­i­tored or checked for accu­ra­cy or com­plete­ness by RWR.  Inclu­sion of any linked web­site on the Site does not imply approval or endorse­ment of the linked web­site by RWR.  When you access these third par­ty sites, you do so at your own risk.   RWR takes no respon­si­bil­i­ty for third par­ty adver­tise­ments or third par­ty appli­ca­tions that are post­ed on or through the Site, nor does it take any respon­si­bil­i­ty for the goods or ser­vices pro­vid­ed by its adver­tis­ers.  RWR is not respon­si­ble for the con­duct, whether online or offline, of any User of the Site includ­ing, with­out lim­i­ta­tion, any Con­tent post­ed by any User.  RWR assumes no respon­si­bil­i­ty for any error, omis­sion, inter­rup­tion, dele­tion, defect, delay in oper­a­tion or trans­mis­sion, com­mu­ni­ca­tions line fail­ure, theft or destruc­tion or unau­tho­rized access to, or alter­ation of, any User or Mem­ber com­mu­ni­ca­tion.  RWR is not respon­si­ble for any prob­lems or tech­ni­cal mal­func­tion of any tele­phone net­work or lines, com­put­er online sys­tems, servers or providers, com­put­er equip­ment, soft­ware, fail­ure of any email or play­ers due to tech­ni­cal prob­lems or traf­fic con­ges­tion on the Inter­net or on any por­tion of the Site or com­bi­na­tion there­of, includ­ing any injury or dam­age to Users or to any person’s com­put­er relat­ed to or result­ing from par­tic­i­pa­tion or down­load­ing mate­ri­als in con­nec­tion with the Site.  Under no cir­cum­stances shall RWR be respon­si­ble for any loss or dam­age, includ­ing per­son­al injury or death, result­ing from use of the Site, from any User Con­tent post­ed on or through the Site or from the con­duct of any Users, whether online or offline.  Addi­tion­al­ly, RWR shall have no lia­bil­i­ty for any virus­es or any­thing beyond our con­trol. We are not respon­si­ble for any dam­age to your com­put­er, soft­ware, modem, tele­phone or oth­er prop­er­ty result­ing from your use of the Site.  We will not be liable to you if you are unable to access infor­ma­tion through the Site.

Some states do not allow the exclu­sion or lim­i­ta­tion of cer­tain war­ranties and/or lia­bil­i­ties, so cer­tain of the above lim­i­ta­tions or exclu­sions may not apply to you.

The Site is pro­vid­ed to Users “AS-IS” and as avail­able and RWR express­ly dis­claims any war­ran­ty of fit­ness for a par­tic­u­lar pur­pose or non-infringe­ment.  RWR can­not guar­an­tee and does not promise any spe­cif­ic results from use of the Site.

 

Lim­i­ta­tions of Our Lia­bil­i­ty

IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGE, CLAIM OR LOSS INCURRED BY YOU, INCLUDING WITHOUT LIMITATION COMPENSATORY, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, IRRESPECTIVE OF WHETHER WE HAVE BEEN INFORMED OF, KNEW OF, OR SHOULD HAVE KNOWN OF THE LIKELIHOOD OF SUCH DAMAGES. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, BREACH OF WARRANTY, DEFAMATION, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION, AND OTHER TORTS, AS WELL AS THIRD-PARTY CLAIMS. IF THE WARRANTY EXCLUSIONS OR LIMITATIONS OF LIABILITY SET FORTH IN THIS USE AGREEMENT ARE FOR ANY REASON HELD UNENFORCEABLE OR INAPPLICABLE, YOU AGREE THAT OUR AGGREGATE LIABILITY SHALL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100).

 

Indem­ni­fi­ca­tion

You agree to indem­ni­fy and hold RWR, its sub­sidiaries, and affil­i­ates, and their respec­tive offi­cers, agents, part­ners and employ­ees, harm­less from any loss, lia­bil­i­ty, cost, expense, claim, or demand, includ­ing with­out lim­i­ta­tion, rea­son­able attor­neys’ fees, due or relat­ing to or aris­ing out of your use of the Site in vio­la­tion of the Terms and/or aris­ing from a breach of the Terms and/or any breach of your rep­re­sen­ta­tions and war­ranties set forth in the Terms and/or aris­ing out of or relat­ing to any Con­tent that you post.

 

Mis­cel­la­neous

The Terms will be con­strued, and their per­for­mance enforced, under the laws of the Dis­trict of Colum­bia with­out ref­er­ence to choice of law prin­ci­ples.  Any dis­pute relat­ing to the Terms or the Site may be lit­i­gat­ed only in a court hav­ing juris­dic­tion and venue in the Dis­trict of Colum­bia.  The Unit­ed Nations Con­ven­tion on Con­tracts for the Inter­na­tion­al Sale of Goods does not apply to the Terms. We may assign the Terms, in whole or in part, to a relat­ed enti­ty or to a third par­ty.

EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENTFURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISIONEACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THE TERMS.

The Terms are accept­ed upon your use of the Site or any of its fea­tures and is fur­ther affirmed upon you becom­ing a Mem­ber (if applic­a­ble).  The Terms con­sti­tute the entire agree­ment between you and RWR regard­ing the use of Site and its ser­vices and fea­tures.  The fail­ure of RWR to exer­cise or enforce any right or pro­vi­sion of the Terms shall not oper­ate as a waiv­er of such right or pro­vi­sion.  The sec­tion titles in the Terms are for con­ve­nience only and have no legal or con­trac­tu­al effect. The Terms oper­ate to the fullest extent per­mis­si­ble by law.  If any pro­vi­sion of the Terms is unlaw­ful, void or unen­force­able, that pro­vi­sion is deemed sev­er­able from the Terms and does not affect the valid­i­ty and enforce­abil­i­ty of any remain­ing pro­vi­sions.