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Terms of Use
Introduction
This Website is operated by Napa Group, LLC on behalf of itself and its affiliated companies (collectively, "Napa") and is intended for use by current and future licensees of Napa's software products ("Licensees"), duly authorized employees of Licensees, bona fide clients of Licensees ("Clients"), duly authorized employees of Clients, and other third parties expressly authorized to use this Website by Napa in writing (collectively, "Authorized Users"). Only Authorized Users may access and use this Website. The terms of use set forth below are binding on all users of this Website. By directing your browser to this Website or otherwise accessing the pages of this Website by any means, you represent that you are an Authorized User and you accept these terms of use. Napa may change these terms of use at any time at its sole discretion without notice, and you will be bound by those changes; accordingly, it is recommended that all Authorized Users regularly review these terms of use. Napa reserves the right to deny further or continuing access to the Website to any Authorized User that Napa, in its sole discretion, determines has violated these terms of use. If you are a Licensee or an employee of a Licensee, your violation of these terms of use may constitute a breach of your or your employer's license with Napa and may subject you or your employer to a claim for breach of that license. Napa reserves the right at its sole discretion to seek and obtain any other remedies available to it pursuant to any applicable laws and regulations or at equity as a result of your breach of these terms of use or any other act or omission by you that gives rise to a claim by Napa.
Usage
Log-on identifications, passwords and access to the Website are provided for the sole and express purpose of accessing, reviewing and confirming information related to securities trading by Authorized Users. You may not use the Website for any other purpose. You may not share or use another person’s log-on identifications and password to access this Website.
You may not use this Website or any applications accessed via this Website to display, store, send or receive information that is offensive, harassing or defamatory, and you may not otherwise use this Website or any applications or information accessed via this Website to participate in illegal activities or any activity of an offensive, harassing or defamatory nature.
It is a breach of these terms of use to load, produce, store, transmit or display illegal or offensive material or material, which includes, in particular, material that infringes on copyright protection or is otherwise pirated or the use or display of which is prohibited by the laws of the jurisdiction in which the computer you are using is located.
Violations of these terms of use, whether learned by discovery, through audit or by complaints from other Authorized Users and individuals, may result in your loss of access to this Website.
When you are finished using this Website, you must close your internet browser to protect against unauthorized access. It is not sufficient to simply minimize the internet browser since the program and information will still be active on the browser. The browser must be shut down to end the program. If your workstation is in an unsecured area or public area with no screen-saver password, you are required to close the internet browser even if you leave the workstation for a brief moment. Individuals who have questions regarding access to or use of this Website should contact us at (212) 689-9100.
Changes to Terms of Use
From time to time Napa may update these terms of use or issue new guidelines regarding standards, usage or other operational aspects of this Website to which you are required to adhere.
Company Rights
The copyright in this Website and its contents, together with all trademarks, trade secrets and other intellectual property covering, embodied by or otherwise incorporated into this Website is owned by Napa. Napa expressly affirms its ownership of all information and other materials produced or stored on the Website, without regard to whether the material is produced or stored by you or any other person.
Napa reserves the right to inspect and/or audit any correspondence or material created or stored by you using the Website or any applications accessed via the Website, including review of content and access records to ensure compliance with these terms of use. Audits and inspection may occur at any time with or without notice. Material erased from active files may still be accessible for inspection and you remain accountable for the content.
Confidentiality
You acknowledge and agree that, unless otherwise expressly authorized or consented to by Napa, your use of this Website and any applications or information accessed via this Website is subject to the following provisions regarding confidentiality: for so long as you are an Authorized User, and thereafter for so long as Our Confidential Information (as hereinafter defined) has not otherwise been publicly disclosed by Napa, you hereby expressly agree that (i) you shall not divulge, directly or indirectly, any of Our Confidential Information, and (ii) you shall not use, directly or indirectly, any of Our Confidential Information for the benefit of anyone other than yourself, nor shall you use it for any purpose other than the use of this Website; provided, however, that you shall have no obligation, express or implied, to refrain from using or disclosing to others any of Our Confidential Information if it is or hereafter becomes available to the public other than through your breach of the confidentiality provisions of these terms of use.
For the purposes of these terms of use, (i) "Confidential Information" shall mean any information, other than Your Confidential Information (as defined below) not generally available to the public which was obtained from or disclosed to you by Napa or any Napa employee or representative or which was learned, discovered, developed, conceived, originated or prepared during or as a result of your use of this Website or any applications or information accessed via the Website including, without limitation, the graphics, look-and-feel, organizational design and programming of this Website, and any other operating and financial information proprietary to Napa or disclosed to or developed by you in the course of your use of the Website or any applications or information accessed via the Website; and (ii) Your Confidential Information shall mean any personally identifiable information about you (e.g., your name or email address) and any information specific to securities trading conducted by you in the ordinary course of your use of Napa's START software products and this Website.
Privacy
You should understand that Napa does not and cannot guarantee that Your Confidential Information, including personally identifiable information, created, stored or input by you in the course of using the Website or any applications accessed via the Website is or will remain private. While Napa uses commercially reasonable efforts to employ and maintain security protocols consistent with current practices in the United States banking industry to ensure that the Website, any applications accessible via the Website, and any of Your Confidential Information stored on the Website are secure from access, use or copying by unauthorized users, no security system is perfect. Napa is not liable for protection of privacy of Your Confidential Information to the extent it is transferred via the Website, the Internet or any other means of telecommunications.
Links
This Website may contain links to other websites that are not operated or controlled by Napa. Use of these links to access other websites is at your own risk. Napa is not responsible for the accuracy, reliability or quality of any information or services provided, or products sold, at these sites. Napa establishes links to other websites for the convenience of its Authorized Users; such links are not intended to be an endorsement of the other website.
Notices and Disclaimers
THE CONTENTS OF THIS WEBSITE ARE PROTECTED BY COPYRIGHT, AND MAY NOT BE COPIED OR OTHERWISE REPRODUCED WITHOUT NAPA'S WRITTEN PERMISSION. YOU MAY NOT PUBLISH OR CREATE DERIVATIVE WORKS FROM THE CONTENTS OF THIS WEBSITE (OTHER THAN YOUR CONFIDENTIAL INFORMATION) FOR ANY PURPOSES.
YOU COVENANT AND AGREE THAT, IN THE COURSE OF YOUR USE OF THIS WEBSITE, YOU SHALL NOT COPY, SEEK TO REVERSE ENGINEER, DERIVE THE SOURCE CODE FOR, OR OTHERWISE REPLICATE THIS WEBSITE, ANY PROGRAMMING OR OTHER CONTENT (OTHER THAN YOUR CONFIDENTIAL INFORMATION) CONTAINED ON THIS WEBSITE, OR ANY APPLICATIONS ACCESSED VIA THIS WEBSITE.
The products and services mentioned or promoted on the Website, including password protected information relating thereto, may be changed by Napa at any time without notice. Napa's provision of any such information is not intended to constitute an endorsement or recommendation, by Napa, of such products or services.
USE OF THIS WEBSITE IS PROVIDED AS IS, WHERE IS, AS AN ACCOMMODATION, AND WITHOUT WARRANTY OF ANY KIND, NOR DOES NAPA PROVIDE ANY WARRANTIES OF ANY KIND IN RESPECT OF ANY SERVICES OR PROGRAMMING PROVIDED OR ACCESSED VIA THIS WEBSITE, OR ANY LINKS TO THIS WEBSITE. NAPA EXPRESSLY EXCLUDES ANY IMPLIED WARRANTY OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT IN RESPECT OF THIS WEBSITE AND ANY SERVICES OR PROGRAMMING PROVIDED OR ACCESSED VIA THIS WEBSITE OR ANY LINKS TO THIS WEBSITE. IN NO EVENT SHALL NAPA BE LIABLE FOR DAMAGES OF ANY KIND INCURRED BY YOU AS A RESULT OF ANY INACCURACY OR ERROR IN THE INFORMATION PROVIDED ON THE WEBSITE, ANY DEFICIENCY, ERROR OR INTERRUPTION IN THE WEBSITE, OR ANY DEFICIENCY, DEFECT OR FAILURE OF ANY SERVICES OR PROGRAMMING PROVIDED OR ACCESSED VIA THIS WEBSITE OR ANY LINKS TO THIS WEBSITE. NAPA SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR REVENUES, COSTS OF REPLACEMENT GOODS, LOSS OR DAMAGE TO DATA OR EQUIPMENT ARISING OUT OF YOUR RELIANCE ON THE INFORMATION PROVIDED ON THIS WEBSITE, THE USE OR INABILITY TO USE THIS WEBSITE, OR ANY DEFICIENCY, DEFECT OR FAILURE OF ANY SERVICES OR PROGRAMMING PROVIDED OR ACCESSED VIA THIS WEBSITE OR ANY LINKS TO THIS WEBSITE, EVEN IF NAPA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY IN THE EVENT OF ANY DEFICIENCY, DEFECT, FAILURE, ERROR OR INTERRUPTION SHALL BE TO REQUEST THAT NAPA CORRECT THE MATTER OR, IF NAPA FAILS TO DO SO, TO DISCONTINUE USE OF THE WEBSITE OR ANY RELEVANT SERVICES OR PROGRAMMING AT YOUR OPTION.
Laws and Regulations
These terms of use shall be governed by and construed and enforced in accordance with the laws of the State of New York, excluding its laws relating to conflicts of laws.
Copyright Notice
All content of this web site including, but not limited to, original art work, digitized photographs and text articles, are copyright of Napa Group, LLC, 10 East 40th Street, New York, NY 10016, U.S.A. All rights reserved.
Trademarks
Napa Group, LLC, our logo and slogan and/or other Napa Group products referenced herein are either trademarks or registered trademarks of Napa Group, LLC. Other product and company names mentioned herein may be the trademarks of their respective owners. Any rights not expressly granted herein are reserved.
If you have any questions or concerns about our terms and conditions please contact us at (212) 689-9100.
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