Terms and Conditions of Use
Updated: April 5, 2021
By accessing or using this website (the “Site”) of Sub-Four Capital Management, LLC and its affiliates (collectively, “Sub-Four”), you hereby accept and agree to comply with these Terms and Conditions of Use. You acknowledge your understanding that these Terms and Conditions of Use constitute a binding agreement between you and Sub-Four (sometimes referred to as “we” or “us”) that governs your access and use of the Site, which includes any images, text, illustrations, designs, icons, photographs, programs, music clips, downloads, systems and methods of trading, video clips, graphics, user interfaces, visual interfaces, information, data, tools, products, written materials, services and other content (together, “Content”), including but not limited to the design, structure, selection, coordination, expression and arrangement of the Content available on or through the Site.
PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THE SITE. EACH TIME YOU USE THE SITE, YOUR USE INDICATES YOUR FULL ACCEPTANCE OF AND AGREEMENT TO ABIDE BY THESE TERMS AND CONDITIONS IN CURRENT FORM. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS STATED HEREIN, DO NOT USE THE SITE. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS OF USE, YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.
YOUR COMPLIANCE WITH THESE TERMS AND CONDITIONS OF USE AND ALL OTHER RULES, PROCEDURES, POLICIES, TERMS AND CONDITIONS THAT GOVERN ALL OR ANY PORTION OF THE SITE IS A CONDITION TO YOUR RIGHT TO ACCESS THE SITE. YOUR BREACH OF ANY PROVISION OF THESE TERMS AND CONDITIONS OF USE OR OTHER RULES, PROCEDURES, POLICIES, TERMS AND CONDITIONS THAT GOVERN ALL OR ANY PORTION OF THE SITE WILL AUTOMATICALLY, WITHOUT THE REQUIREMENT OF NOTICE OR OTHER ACTION, REVOKE AND TERMINATE YOUR RIGHT TO ACCESS THE SITE AND YOU WILL BE FULLY LIABLE FOR CONVERSION, MISAPPROPRIATION, TRESPASS TO CHATTELS AND ALL OTHER CLAIMS AND CAUSES, REGARDLESS OF THE IDENTITY OF CLAIMANT OR INJURED PARTY, ARISING FROM OR RELATING TO YOUR CONTINUED USE OF THE SITE AFTER SUCH BREACH.
Limited Right to Use:
Sub-Four grants you a limited right to use the Site. Your right to use the Site is subject to your agreement to abide by these Terms and Conditions of Use in their entirety, as well as any other rules, procedures, policies, terms or conditions that govern all or any portion of the Site. At any time and for any reason Sub-Four may revoke your right to use all or any portion of the Site.
Updates to the Site, Terms:
Sub-Four reserves the right to make changes to the Site and these Terms and Conditions of Use at any time without prior notice to you. For this reason, each time you use the Site, you should visit and review the then-current Terms and Conditions of Use that apply to your use of the Site.
Access to Site:
Though we try to make the Site available twenty-four (24) hours a day, seven (7) days a week, except for planned down-time for maintenance, we do not warrant that the Site will be at all times available.
We do not warrant that your computer, tablet, and/or smartphone will be able to access and/or support the Site.
Right of Refusal, Limitation, Discontinuation and Termination:
We reserve the right to refuse to provide access to the Site for any reason at any time in our sole and exclusive discretion. We may, in our sole and exclusive discretion, limit or cancel any account, transactions, or service to you for any reason whatsoever. In the event that we make a change or cancellation, we may attempt to notify you by contacting you at the e-mail address provided by you; however, the failure to do so shall not result in any liability, including liability for lost data deleted as a result of the termination.
Site Security; Prohibited Uses:
You may not violate or attempt to violate the security of the Site. Tampering with any portion of the Site, providing untruthful or inaccurate information, misrepresenting your identity, or conducting fraudulent activities on the Site, whether or not through the use of agents, are prohibited and constitute a breach of these Terms and Conditions of Use.
You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, (a) accessing data not intended for you or logging onto a server or an account which you are not authorized to access; (b) disabling, removing, defeating, or avoiding any security device or system, including, without limitation, any password and login functionality used to authenticate users; (c) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (d) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the Site, overloading, “flooding,” “spamming,” “mailbombing” or “crashing;” (e) sending unsolicited email, including promotions and/or advertising of products or services; (f) forging any TCP/IP packet header or any part of the header information in any email or posting; (g) using or attempting to use any engine, software, tool, agent or other device or mechanism (including, without limitation, browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Site other than the search engine and search agents available on the Site and other than generally available third party web browsers; (h) reverse engineering, decompiling or disassembling the underlying software; (i) removing any notices, warnings, labels, annotations or instructions from any portion of the Site or any related material, including, without limitation, any patent, trademark, copyright, or other proprietary notices or license provisions; or (j) otherwise invading the privacy of, obtaining the identity of, or obtaining any personal information about any user of the Site.
Any violations of system or network security, including attempts to intentionally access a computer without authorization or exceed your authorized access level, may result in civil and criminal charges, including but not limited to charges under the Computer Fraud and Abuse Act (18 U.S.C. §1030). Sub-Four may investigate occurrences that might involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. We may, without prior notice or warning of any kind, restrict or terminate the access of any and all users to the Site if we reasonably conclude that such restriction or termination is necessary to prevent, or prevent the further spread, of a virus, security breach or system malfunction.
Ownership of Materials on Site:
This is an agreement for access to and use of the Site, and you are not granted a license to any software or intellectual property by these Terms and Conditions of Use except for a limited, non-transferable, restricted, non-exclusive, non-sub-licensable right and license as may be required to utilize the Site. The Site is protected by U.S. and, where applicable, international intellectual property laws. The Site belongs to us and are the property of us or our licensors (if any).
Furthermore, all material displayed or transmitted by Sub-Four on this Site, including but not limited to text, photographs, images, illustrations, video clips, audio clips, and graphics, (collectively, “Materials,”) are owned by us and are protected by U.S. and international copyright, trademarks, service marks, and other proprietary rights, laws, and treaties.
Except as provided, you may not copy, reproduce, publish, transmit, transfer, sell, rent, modify, create derivative works from, distribute, repost, perform, display, or in any way commercially exploit the Materials carried on the Site, nor may you infringe upon any of the copyrights or other intellectual property rights contained in the Materials. You may not remove or alter, nor cause to be removed or altered, any copyright, trademark, or other proprietary notices or visual marks and logos from the Materials.
You may make a single print copy of any Materials provided by us on this Site for personal, non-commercial use only, provide that you do not remove nor cause to be removed any copyright, trademarks, or other proprietary notices or visual marks or logos from the Materials. You may not archive or retain any of the Materials accessed on the Site without our express written permission. All requests for archiving, republication, or retention of any part of the Materials must be in writing to us and must clearly state the purpose and manner in which the Material will be used. Requests for permission to archive, retain, or republish any part of the Materials may be submitted to email@example.com.
You acquire no rights or licenses whatsoever in the Materials other than the limited rights to use the Site in accordance with these Terms and Conditions of Use. Any of the Materials accessed or downloaded from this Site must be accessed or downloaded in accordance with the terms specified in this Agreement. We reserve any rights not expressly granted under these Terms and Conditions of Use.
Rights in Submissions:
Should you submit, display, publish or otherwise post any content to the Site, excluding any commissioned work for hire (“Submissions,”) you agree to grant to us and our partners and affiliates a non-exclusive, sub-licensable, worldwide, fully-paid, royalty free license to use, modify, publicly perform, publicly display, reproduce, and distribute such Submissions in any and all media now known or hereinafter developed for hosting, indexing, caching, distributing, tagging, marketing, and for all other lawful purposes without the requirement to make payment to or seek permission from you or to any third party.
You represent and warrant that you own or have a valid license to use any and all Submissions and otherwise have the right to grant the license set forth herein, and the displaying, publishing or posting of any Submissions does not and will not violate the privacy rights, publicity rights, copyrights, trademark rights, patents, contract rights or any other intellectual property rights or other rights of any person or entity.
Feedback to Sub-Four:
You may have the opportunity to provide reviews, suggestions, ideas, and feedback to Sub-Four (collectively, “Feedback.”) Should you so provide such Feedback, you grant us sole ownership of the same, which includes, without limitation, the right for us or any third party we designate, to use, copy, transmit, excerpt, publish, distribute, publicly display, publicly perform, create derivative works of, host, index, cache, tag, encode, modify and adapt (including without limitation the right to adapt to streaming, downloading, broadcast, mobile, digital, thumbnail, scanning or other technologies) in any form or media now known or hereinafter developed. All such Feedback shall be treated as non-confidential.
If it is determined that you retain moral rights (including rights of attribution or integrity) in the content submitted by you, you hereby declare that (a) you do not require that any personally-identifying information be used in connection with the content, or any derivative works of or upgrades or updates thereto; (b) you have no objection to the publication, use, modification, deletion and exploitation of the content by us or our licensees, successors and assigns; (c) you forever waive and agree not to claim or assert any entitlement to any and all moral rights of an author in any of the content; and (d) you forever release us, and our licensees, successors and assigns, from any claims that you could otherwise assert against us by virtue of any such moral rights. You also permit any other User to access, view, store or reproduce the content for that User’s personal use.
Notwithstanding the foregoing, you acknowledge that your Feedback may contain concepts, ideas, materials, proposals, suggestions and the like relating to Sub-Four or its initiatives (your “Ideas.”) With respect to your Ideas you acknowledge that: (a) we receive numerous submissions from many parties and/or may have independently-developed and/or considered ideas similar to your Ideas, and that our review of your Ideas is not an admission of novelty, priority or originality; and (b) our use of any ideas similar to your Ideas, whether based on your Feedback or Submissions, provided to us by third parties, or independently-developed or considered by us, shall be without obligation to you.
No Offers or Reliance:
The information on this website is provided for informational purposes only. No Content or other material on the Site shall be used or considered as an offer to sell or a solicitation of any offer to buy the securities or services of Sub-Four or any other issuer. Offers can only be made where lawful under, and in compliance with, applicable law.
Sub-Four makes no representations that transactions, products or services discussed on the Site are available or appropriate for sale or use in all jurisdictions or by all investors. Those who access the Site do so at their own initiative and are responsible for compliance with local laws or regulations.
While Sub-Four uses reasonable efforts to obtain information from reliable sources, Sub-Four makes no representations or warranties as to the accuracy, reliability or completeness of any information or document at the Site obtained outside of Sub-Four. Certain information on the Site may contain forward-looking statements, which reflect our views with respect to, among other things, our operations and financial performance. Such forward-looking statements are subject to various risks and uncertainties and speak only as of the date on which they are made. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from this indicated in these statements. You can identify these forward-looking statements by the use of words such as “outlook,” “indicator,” “believe,” “expect,” “potential,” “continue,” “may,” “should,” “seek,” “approximately,” “predict,” “anticipate,” “optimistic,” “intend,” “plan,” “estimate,” “aim,” “will” or the negative version of these words or similar expressions. Sub-Four undertakes no obligation to update publicly or revise any information on the Site, whether as a result of new information, future developments or otherwise. Opinions and any other Contents at the Site are subject to change without notice.
Sub-Four is not utilizing the Site to provide investment or other advice, and no information or material at the Site is to be deemed a recommendation to buy or sell any securities or is to be relied upon for the purpose of making or communicating investment or other decisions. In addition, no information, Content or other materials contained on the Site should be construed or relied upon as investment, legal, accounting, tax or other professional advice or in connection with any offer or sale of securities. Any transactions listed on the Site are included as representative transactions and are not necessarily reflective of overall performance.
Sub-Four does not advise on the tax consequences of any investment.
Past performance is not indicative of future results; no representation is being made that any investment will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided.
No Warranty; Limitation on Liability:
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS.
The above limitations shall survive these Terms and Conditions of Use and inure to the benefit of us and our affiliates and respective directors, officers, employees, and agents and shall apply in any action, whether in contract, tort or any other claim, even if an authorized representative of Sub-Four has been advised of or should have knowledge of the possibility of such damages.
Third Party Content and Linked Sites:
References on this Site to any names, marks, products or services of third parties, or hypertext links to third party sites or information or Content provided by third parties, are provided solely as a convenience to you and do not in any way constitute or imply our endorsement, sponsorship or recommendation of the third party, its information, materials or services. We are not responsible for the practices or policies of such third parties, nor the Content of any third party sites, and do not make any representations regarding third party materials or services, or the Content or accuracy of any material on such third party sites. If you decide to link to any such third party sites or use their services, you do so entirely at your own risk.
Blogs and Social Networks:
Certain areas within the Site may allow you to participate in blog discussions and other forms of social networking. These blogs and social networks are accessible to other users, and any information posted in such areas can be read, collected, shared, or otherwise used by other users who access the Site. You are solely responsible for any information you choose to submit in these forums.
Disclosure Regarding Sub-Four Social Media Channels:
The content on Sub-Four’s social media channels, including Twitter, Instagram, LinkedIn, YouTube and Facebook provided as information only. It does not constitute an offer to sell any securities or the solicitation of an offer to purchase any securities. Sub-Four does not warrant the accuracy, completeness or usefulness of the information available on its social media channels. Sub-Four does not control and is not responsible for any third party content on such channels or on other third party sites that may be linked to by such channels. Such third party content or sites should not be presumed to reflect the view of Sub-Four or our staff. Sub-Four is not responsible for the ramifications of your use of such channels or such third party content or sites, or for any third party’s policies or practices regarding security, privacy, use or other matters.
Warning Regarding Web Fraud and Phishing:
Our name, brands and reputation may be misused by imposters and frauds publishing fake web sites and engaging in “phishing” scams seeking personal or confidential information.
When communicating with Sub-Four through digital media, please:
If you have any questions about the above, please contact Sub-Four using our Contact page.
Termination of Use:
These Terms and Conditions of Use are effective unless and until terminated by either you or Sub-Four. You may terminate these Terms and Conditions of Use at any time, provided that you discontinue any further use of the Site. We also may terminate these Terms and Conditions of Use, in our sole discretion, at any time and may do so immediately without notice, and accordingly deny you access to the Site. Upon any termination of these Terms and Conditions of Use by either you or us, you must promptly destroy all materials downloaded or otherwise obtained from the Site, as well as all copies of such materials, whether made under these Terms and Conditions of Use or otherwise.
AS A CONDITION OF YOUR USE OF THE SITE, YOU AGREE TO DEFEND, IDEMNIFY, AND HOLD US HARMLESS, AS WELL AS OUR AFFILIATES AND VENDORS AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS, FROM AND AGAINST ALL CLAIMS, SUITS, AND EXPENSES, INCLUDING ATTORNEYS’ FEES, ARISING OUT OF OR RELATED TO (A) YOUR USE OF THE SITE; (B) YOUR NONCOMPLIANCE WITH OR BREACH OF THIS AGREEMENT; (C) YOUR USE OF THIRD-PARTY SERVICES, PRODUCTS, LINKS, ADVERTISEMENTS, AND/OR TOOLS; (D) YOUR VIOLATION OF ANY THIRD-PARTY RIGHTS, INCLUDING THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS; (E) THE UNAUTHORIZED USE OF THE SITE BY ANY OTHER PERSON USING YOUR INFORMATION; (F) YOUR INTERACTION WITH ANY USER; AND (G) THE USE OR NON-USE OF ANY PRODUCTS OR SERVICES PURCHASED VIA THE SITE.
Representations and Warranties:
You represent and warrant that: (i) you have full authority and all rights necessary to enter into and fully perform all of your obligations pursuant to these Terms and Conditions of Use; (ii) you have not and you will not enter into any agreement or perform any act which might contravene the purposes and/or effects of these Terms and Conditions of Use; and (iii) you will not delete any Content.
Effect on Other Agreements:
Nothing contained in these Terms and Conditions of Use is intended to modify or amend any other written agreement you may have with Sub-Four (including without limitation any customer agreement, participation agreement or account agreement) (collectively, “Other Agreements”), if any, that may currently be in effect. In the event of any inconsistency between these Terms and Conditions of Use and any Other Agreement, the Other Agreement will govern. Some pages within the Site contain supplemental terms and conditions and additional disclosure and disclaimers, which are in addition to these Terms and Conditions of Use. In the event of a conflict, such supplemental terms and conditions and additional disclosures and disclaimers will govern for those sections or pages.
Headings used in these Terms and Conditions of Use are for reference purposes only and in no way define or limit the scope of the section. These Terms and Conditions of Use are governed by the laws of Delaware (except for conflict of law provisions). Any claim related to any dispute arising as a result of the Site or under these Terms and Conditions of Use will be made before a court of competent jurisdiction located in Delaware. If any provision of these Terms and Conditions of Use is held to be unenforceable, such provision will be reformed only to the extent necessary to make it enforceable. The failure of Sub-Four to act with respect to a breach of these Terms and Conditions of Use by you or others does not constitute a waiver and will not limit Sub-Four’s rights with respect to such breach or any subsequent breaches.
By using the Site, you agree that Sub-Four, at its sole discretion, may require you to submit any disputes arising from the use of the Site, related services or these Terms and Conditions of Use concerning or, including disputes arising from or concerning their interpretation, violation, nullity, invalidity, non-performance or termination, as well as disputes about filling gaps in this contract or its adaptation to newly arisen circumstances, to final and binding arbitration under the International Rules of Arbitration of the American Arbitration Association, by one or more arbitrators appointed in accordance with the said rules. Notwithstanding these rules, however, such proceeding shall be governed by the laws of the state as set forth in the previous section.
Business Continuity Summary Disclosure Statement:
Sub-Four maintains a Business Continuity Program as a framework to prepare the firm in the event of extended service outages caused by factors beyond its control (e.g., hurricanes, natural disasters, man-made events) and to restore services to the widest extent possible in a minimum time frame. The Program outlines the steps the firm will take in the event of a crisis to:
Should you have any questions, comments, or concerns regarding the Site, customer service and technical support may be contacted at any time via firstname.lastname@example.org. We strive to return all customer service inquires within forty-eight (48) business hours.
We may have an affiliate relationship with third parties and affiliates to whose products and/or services we link and promote through the Site. Because of this relationship, we may earn a commission on products purchased by a User from a third-party affiliate.
Any waiver of a right under these Terms and Conditions of Use shall only be effective if agreed or declared in writing. A delay in exercising a right or the non-exercise of a right shall not be deemed a waiver and shall not prevent a party from exercising that right in the future. The rights and remedies herein provided are cumulative and not exclusive of any rights and remedies provided by law.
We shall not be bound to meet any obligation if prevented from doing so as a consequence of acts of God or force majeure, including but not limited to measures taken or imposed by any government or public authority or in case of any other event beyond the control of us, including but not limited to pandemics, lockdowns, natural disasters (such as storm, hurricane, fire, flood, earthquake), war, civil unrest, terrorist activities, states of emergency, government sanctions, embargos, nationalizations, strikes and breakdowns of public utilities (such as of electricity or telecommunication services). We shall use all reasonable efforts to notify you of the circumstances causing the delay and to resume performance as soon as possible, both without undue delay.
We shall have the right to assign and/or transfer these Terms and Conditions of Use and our rights and obligations hereunder to any third party after notifying you as provided for herein. You agree and acknowledge that you shall not assign or transfer its rights or sub-contract or delegate the performance of any of its obligations under these Terms and Conditions of Use without our prior written consent in our sole and exclusive discretion.
Rights of Third Parties:
These Terms and Conditions of Use do not give any right to any third party unless explicitly stated herein.
Relationship of the Parties:
The parties are independent contractors under these Terms, and nothing herein shall be construed to create a partnership, joint venture, or agency relationship between them. Neither party has authority to enter into Terms of any kind in the name of the other party.
If any part of this agreement is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this agreement will continue in effect.
You hereby consent to receiving electronic communications (including text messages) from us in accordance with our Privacy Notice at the email address and telephone number provided by you.
In the case of any user notice will be given to the email address you provide to us (either during the registration process or when your email address changes). Notice shall be deemed given twenty-four (24) hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to us. In such case, notice shall be deemed given three (3) calendar days after the date of mailing.
If you cannot contact Sub-Four through normal channels, please check The Sub-Four Capital web site (sub-four.com) for alternative means of communication.
Sub-Four Capital, LLC
Attn: Legal & Compliance
100 Spectrum Ctr Dr Ste 900
Irvine, CA 92618
Sub-Four Capital Management, LLC
Attn: Legal & Compliance
1434 Spruce St, Ste 100
Boulder, CO 80302
The Sub-Four Capital Business Continuity Program is subject to change at any time in Sub-Four’s sole discretion.