CAP XG Terms of Service Agreement

INTRODUCTION Welcome to CAP XG. CAP XG, LLC and/or its authorized affiliates ("CAP XG" or "Provider") provide website features and services subject to the following conditions and terms of service. CAP XG offers a subscription-based service which provides an online community/marketplace for registered users ("Users") in the field of mergers and acquisitions to search for and share ideas, opportunities, and business leads (the "Service"). Please read the following Terms carefully and review them often since CAP XG reserves the right to modify these Terms at any time as it deems necessary or appropriate at its sole discretion. Updated versions of the Terms will appear on this website and are effective immediately. You are responsible for regularly reviewing the Terms. Continued use of this Website after any such changes constitutes your consent to such changes. By subscribing, participating or just visiting this site, community, or informational site (any of which is referred to herein as the "Website", and includes all video, audio, written and graphic content and functionality available through this Website), you (referred to "You" or "Your") signify your agreement to (1) these terms and conditions, and (2) the Privacy Notice, found at http://www.capxg.com/privacy_policy.html and incorporated here by reference. If you do not agree to any of the Terms of Service or the Privacy Notice (collectively, the "Terms"), you are not authorized or permitted to continue to use this Website. Your use of the Service constitutes an acceptance of the Terms of Service Agreement ("Agreement") in effect at the time of your use. PRIVACY Your privacy rights are important to us. Our privacy policy forms a part of these Terms and will govern your privacy rights in using the Website. Please review the privacy policy. TERM You may continue to use CAP XG's Service as long as you adhere to the Terms. The term of any fee-based service may vary depending upon the type of subscription. CAP XG may terminate your account at any time for any reason that it deems appropriate at its sole discretion. In the event that CAP XG terminates your account without cause, CAP XG will refund to you a pro-rata share of the fees that you have pre-paid for the unexpired portion of your then-current term. You may terminate your use of the Service at any time and close your account by providing written notice to CAP XG. If you cancel your membership in the Service, you will not be entitled to any refund of the subscription fee. This Agreement will remain in effect even after your membership is canceled. USE OF SERVICES You may not use the Service to conduct business outside of the stated purpose. Prohibited business transactions include, but are not limited to, the sale of stock, personal effects, consumer goods or personal services, or the dissemination of content which is pornographic, a violation of another's intellectual property rights, defamatory, illegal or hateful, or computer viruses. Such conduct, if reported to CAP XG may lead to your immediate suspension from the service. Your account is personal to you and may only be used by you. You shall not allow others to access the Service under or through your account. You will be held strictly liable for any wrongful activity which occurs in or through your account. LIMITATIONS ON USE The content on CAP XG's Website (the "Content") and the Service provided is for your personal use only and not for commercial exploitation. You may not decompile, reverse engineer, disassemble, rent, lease, loan, sell, sublicense, or create derivative works from the Service or the Content. Nor may you use any network monitoring or discovery software to determine the site architecture, or extract information about usage, individual identities or users. You may not use any robot, spider, other automatic software or device, or manual process to monitor or copy our Service or the Content without Provider's prior written permission. You may not use this Service to transmit any false, misleading, fraudulent or illegal communications. You may not copy, modify, reproduce, republish, distribute, display, or transmit for commercial, non-profit or public purposes all or any portion of this Service, except to the extent permitted above. You may not use or otherwise export or re-export this Service or any portion thereof, or the Content in violation of the export control laws and regulations of the United States of America. Any unauthorized use of this Service or its Content is prohibited. THIRD PARTY COMMUNICATIONS CAP XG disclaims all liability for any Third Party Communications you may receive or any actions you may take or refrain from taking as a result of any Third Party Communications. You are solely responsible for assessing and verifying the identity and trustworthiness of the source and content of any Third Party Communications. CAP XG assumes no responsibility for verifying, and makes no representations or warranties regarding the identity or trustworthiness of the source or content of any Third Party Communications. As used herein, "Third Party Communications" means any communications directed to you from any third party directly or indirectly in connection with this Service. THIRD PARTY WEBSITES The Website may contain links to third party websites that are not owned or controlled by CAP XG. CAP XG does not have control over, and does not assume any responsibility for, the content, privacy policies, or practices of any third party websites. CAP XG will not and cannot censor or edit the content of any third-party site. By using the Website, you expressly relieve CAP XG from any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave the Website and to read the terms and conditions and privacy policy of each other website that you visit. DIGITAL MILLENNIUM COPYRIGHT ACT NOTIFICATION OF ALLEGED COPYRIGHT INFRINGEMENT. CAP XG has registered an agent with the United States Copyright Office in accordance with the terms of the Digital Millennium Copyright Act (the "Act") and avails itself of the protections under the Act. Provider reserves the right to remove any Third Party Content that allegedly infringes another person's intellectual property rights. Provider will terminate, in appropriate circumstances, subscribers and account holders of Provider's system or network who are repeat infringers of another person's intellectual property rights. Notices to Provider regarding any alleged intellectual property right infringement should be directed to the Website administrator at support@capxg.com. LINKING TO THIS WEBSITE You may provide links to this Service and the Website(s) which are a part thereof, provided that (a) you do not remove or obscure, by framing or otherwise, any portion of the Website, including any advertisements, terms of use, copyright notice, and other notices on this Website, (b) you immediately deactivate and discontinue providing links to this Website if requested by CAP XG, and (c) CAP XG may deactivate any link(s) at its discretion. SUBSCRIPTION FEES You are responsible for payment of all subscription fees due for use of the Service. These fees may change from time to time. It is your responsibility to monitor notices on the Service Website(s) and sent to you by e-mail for changes to rates. To the extent that you are charged fees for the Service, through you continued use, you accept and admit that the fees are reasonable and due and that you will be responsible for their payment. Subscription fees are non-refundable. ELIGIBILITY CAP XG membership is only open to individuals who meet certain pre-determined criteria. As a condition of obtaining membership you represent and warrant under penalty of perjury that you (a) are not under the age of 18; (b) are a financial markets professional, or involved in a business that directly relates to the financial markets as a client, a supplier, a partner of financial markets professionals in their professional capacity and for the purpose of their business; (c) are not a competitor of CAP XG; (d) do not have more than one CAP XG account at any given time; (e) are not engaged in a sales-by-network like scheme and (f) have full authority to enter into this Agreement and by doing so you will not be in breach, infringe or violate any other agreement or law. It is your responsibility to ascertain whether you are in compliance with the laws of your jurisdiction and that your subscribing and/or using of the Website and CAP XG's Services will not cause you to be in violation of any laws of your jurisdiction. INTELLECTUAL PROPERTY RIGHTS AND OBLIGATIONS The contents of all Website(s) associated with the Service, including, but not limited to, all likeness, text, graphics, logos, button icons, images, audio and video clips (if any), software, subscriber lists, forms and layout, unless expressly identified otherwise, are the sole and exclusive property, or are the licensed property, of CAP XG or its content suppliers. You agree that you will make no unauthorized use of any trademark, patent, copyright or other intellectual property on the Website(s) associated with the Service and will discontinue immediately if so instructed by CAP XG. Any unauthorized reproduction, modification, distribution, transmission, republication, display or performance of the content and software on Website(s) associated with the Service, or of any products or services sold by CAP XG, is strictly prohibited. You may copy information from the Service only as may be strictly necessary for your own use to view, save, print, or transmit it. Otherwise, no portion of the Service may be reproduced, duplicated, copied, sold, resold, or otherwise exploited for any commercial purpose that is not expressly permitted by CAP XG. By submitting content, information or other material to us, you grant CAP XG a perpetual, worldwide, royalty-free, irrevocable, non-exclusive right to use, reproduce, modify, adapt, publish, create derivative works, and distribute such materials or portions of such materials, in any form or medium known or later developed, in furtherance of the terms of this Agreement and the actions and transactions contemplated hereby. You agree that you will not and will not allow others to decompile, disassemble, reverse-engineer, copy, use, merge, disclose, sell or transfer the underlying source code or structure or sequence of CAP XG's technology or delete or alter author attributes or copyright, trademark or patent notices. Nothing on the platform or elsewhere should be construed to grant any license or right to use, implied or otherwise, any trademark displayed on the platform without the written permission of CAP XG or any third party owner of any trademark. CAP XG reserves the right, in its sole discretion, to remove any material that infringes or appears to infringe on intellectual property rights owned by others. If you believe that any material contained in the platform infringes your intellectual property, you should notify CAP XG of the alleged infringement in accordance with the procedures set forth in these Terms. PERMISSIONS AND RESTRICTIONS REGARDING USE OF THE WEBSITE You agree not to modify, copy, reproduce, republish, upload, post, transmit, or distribute any portion of the Website Content (defined below), including, but not limited to User Submissions, in any form now known or hereafter developed, without the prior express written consent of CAP XG. THIS PROHIBITION, INCLUDES, WITHOUT LIMITATION, THE TRANSMISION, BY ANY MEANS, OF ANY DEAL-RELATED INFORMATION TO ANY PERSON(S) WHO IS NOT A MEMBER OF CAP XG. THIS PROHIBITION ALSO INCLUDES, WITHOUT LIMITION, THE TRANSMISSION, BY ANY MEANS, OF PRIVATE-DEAL INFORMATION TO ANOTHER PERSON IF YOU WERE NOT GIVEN PERMISSION TO VIEW SUCH INFORMATION BY THE POSTING MEMBER. You agree not to alter or modify any part of the Website. You agree not to access any Content through any technology or any means other than through the Website itself, unless explicitly authorized to access the content through such means as the Provider may designate. You agree not to circumvent, modify, decompile, reverse engineer, disable, override or otherwise interfere with security-related features of the Website or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Website or the Content therein. You agree not to use or launch any automated system, including, but not limited to, "robots," "spiders," or "offline readers," that access the Website in a manner that sends more request messages to the Website in a given period of time than a human can reasonably produce in the same period of time by using a conventional on-line web browser. You agree not to collect or harvest any personally identifiable information, including account names, from the Website. You agree not to transmit material or data that contains malicious code, viruses, time-bombs, cancel-bots, worms, trojan horses, spyware, or other potentially harmful programs. You agree not to use the communication systems provided by the Website (e.g. comments, or E-mail) for any commercial solicitation purposes, unless such use is expressly authorized by CAP XG. You agree not to make sexually explicit or sexually, racially, culturally, ethnically offensive, harmful, harassing, intimidating, threatening, hateful, discriminatory or abusive statements while using the Website and also not to impersonate anyone else while using and accessing the Website. You agree to comply with all applicable local, national, and international laws and regulations in your use of the Website. CAP XG RESERVES THE RIGHT TO TERMINATE YOUR ACCESS TO THE WEBSITE AND/OR REMOVE ANY MATERIAL IT DEEMS, AT ITS SOLE DISCRETION, IS IN VIOLATION OF THESE TERMS. DISCLAIMER CAP XG does not act as a broker, agent or in any like capacity in which it receives a fee for completed transactions. Although this Agreement expressly prohibits individuals and business entities from abusing the Service, CAP XG does not conduct any investigation or due diligence on the information provided by parties on Member listings, profiles, postings, or third party advertisements on the Website. Furthermore, CAP XG does not monitor content posted by individuals or business entities using the system. Therefore CAP XG does not guarantee or make any representation, implicitly or otherwise, regarding the accuracy or completeness of the information that appears on the Service. It is your sole responsibility to conduct due diligence on any business for sale, product, service, wanted postings by Members or third party advertisers on the Website. You understand and agree that under no circumstance will CAP XG be responsible nor liable in any way and to any degree for any claims, costs, losses, expenses or damages howsoever arising whether direct, indirect or consequential in respect of any omissions or consequences of actions taken by Users based on any information, opinions or advice contained within this Website. LIMITATION ON WARRANTIES THIS IS AN ENGAGEMENT FOR ON-LINE SERVICES. CAP XG STATES THAT IT SHALL PERFORM THE SERVICES IN GOOD FAITH AND IN A PROFESSIONAL AND WORKABLE MANNER. CAP XG DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING, AND WARRANTIES OR CONDITIONS OF UNINTERRUPED OR ERROR-FREE ACCESS OR USE. THE PLATFORM AND ALL COMPONENTS THEREOF ARE PROVIDED ON AN "AS IS" BASIS AND YOUR USE OF THE PLATFORM IS AT YOUR OWN RISK. THE USER'S EXCLUSIVE REMEDY FOR ANY BREACH OF THIS WARRANTY SHALL BE FOR CAP XG UPON RECEIPT OF WRITTEN NOTICE, TO USE DILIGENT EFFORTS IN ACCORDANCE WITH COMMERCIAL AND INDUSTRY STANDARDS TO CURE SUCH BREACH, OR, FAILING ANY SUCH CURE IN A REASONABLE PERIOD OF TIME, THE RETURN OF FEES PAID TO CAP XG HEREUNDER WITH RESPECT TO THE SERVICES GIVING RISE TO SUCH BREACH. LIMITATION ON DAMAGES AND INDEMNIFICATION User agrees that CAP XG, its subcontractors and their respective personnel shall not be liable to the User for any claims, liabilities, or expenses relating to the Services provided pursuant to this Agreement ("Claims") for an aggregate amount in excess of the fees paid by the User to CAP XG pursuant to this Agreement, except to the extent finally judicially determined to have resulted primarily from the bad faith or intentional misconduct of CAP XG or its subcontractors. In no event shall CAP XG, its subcontractors or their respective personnel be liable for any loss of use, data, goodwill, revenues or profits (whether or not deemed to constitute a direct Claim), or any consequential, special, indirect, incidental, punitive or exemplary loss, damage, or expense (including, without limitation, lost profits and opportunity costs), relating to this Agreement. In circumstances where all or any portion of the provisions of this paragraph are finally judicially determined to be unavailable, the aggregate liability of CAP XG, its subcontractors and their respective personnel for any Claim shall not exceed an amount which is proportional to the relative fault that their conduct bears to all other conduct giving rise to such Claim. NDEMNITY You agree to indemnify and hold CAP XG and its subsidiaries, affiliates, officers, directors, agents, and employees, harmless from and against any suit, action, claim, demand, penalty or loss, including reasonable attorneys' fees, made by or resulting from any third party due to or arising out of your use of the Services and the Website, breach of this Agreement or the materials it incorporates by reference, or your violation of any law, regulation, order or other legal mandate, or the rights of a third party. GOVERNING LAW This Agreement is governed by the laws of the State of California, without giving effect to its conflict of law provisions and as if this Agreement was a contract wholly entered into and wholly performed within the State of California. DISPUTE RESOLUTION. Disputes for Failure to Pay Subscription Fees. If a claim arises for failure to pay moneys due for the subscription to this Service, suit may brought before any court located in Los Angeles County, California, or in the county where the User resides, or arbitration may be initiated in Los Angeles County, California, at CAP XG's sole discretion. Disputes for matters other than Failure to Pay Subscription Fees. If a claim or controversy arises between the parties which is not based on a failure to pay moneys due for the subscription service, the authorized representatives of the parties shall meet within thirty (30) days thereafter to review and discuss such claim or controversy and attempt, in good faith, to settle or resolve the matter. If the dispute cannot be resolved by the parties' authorized representatives, it shall be submitted to mediation within the next thirty (30) days, with a mediator agreed-to by the parties, as a condition precedent to any claim in any judicial or other dispute resolution process. If the parties cannot agree on a mediator, CAP XG will randomly select a mediator. The mediation shall take place in Los Angeles County, California. If the dispute cannot be resolved by the parties' authorized representatives through mediation, the parties agree to submit their dispute to binding arbitration which shall take place in Los Angeles County, California and be governed by the Commercial Arbitration Rules of the American Arbitration Association, but shall not be administered by the American Arbitration Association. The parties shall select a single arbitrator. If the parties cannot agree to the arbitrator, then an arbitrator located in Los Angeles County, California will be selected by CAP XG. All documents, materials, and information in the possession of each party that are in any way relevant to the claims(s) or dispute(s) shall be made reasonably available to the other party for review, inspection and copying no later than thirty (30) days prior to the designated mediation/arbitration date. Notwithstanding the foregoing, the parties are allowed to seek emergency injunctive relief with any Federal District Court of competent jurisdiction for purpose of obtaining injunctive relief. MISCELLANEOUS All rights and responsibilities set forth in this term and condition are transferable by CAP XG at its sole discretion. You will remain bound to these terms and conditions notwithstanding such transfer or any change in ownership or structure of CAP XG. This Agreement sets forth the entire understanding and agreement between the parties with respect to the subject matter herein. You may not assign this Agreement, or assign, transfer or sublicense your rights, if any, in the platform. A failure to act with respect to a breach by you or others does not waive CAP XG's right to act with respect to subsequent or similar breaches. In the event that any provision or any portion of any provision of this Agreement shall be held to be void or unenforceable, the remaining provisions of this Agreement (and the balance of any provisions held void or unenforceable in part only) shall continue in full force and effect. 
How To Reach Us



23822 W. Valencia Blvd., Suite 301
Valencia, CA 91355
United States


Phone: +1-888-345-5222
Email: info@capxg.com