Please review the section entitled “GOVERNING LAW; ARBITRATION; CLASS ACTION WAIVER” found below under the heading “MISCELLANEOUS TERMS.” This section affects your rights with respect to resolving any dispute with us.
CrannMor reserves the right, in its sole discretion, without any obligation and without any notice requirement, to change, improve or correct the information, materials and descriptions on the Website and to suspend and/or deny access to the Website for any reason. The information and materials on the Website may contain typographical errors or inaccuracies. Any dated information is published as of its date only, and CrannMor does not undertake any obligation or responsibility to update or amend any such information. CrannMor may discontinue or change any product or service described in, or offered on, the Website at any time. CrannMor further reserves the right, in its sole discretion, to block or otherwise discontinue your access and use of the Website at any time and for any reason.
You agree that CrannMor will not be liable to you or to any third party for any such change, improvement, correction, suspension, denial, failure to update or amend, discontinuance or blockage.
MODIFICATION OF AGREEMENT
Certain of our Services and certain webpages of the Website are available only to Users who have been authorized by us to access such Services and webpages on the Website. Such authorization may require completion of an accredited investor questionnaire and satisfactory background information screening and/or identification verification. Only Users of the Website and Services with a valid user ID and password are authorized to access such services and web pages.
Unauthorized use of the Website and any of our Services, including without limitation misuse or unauthorized sharing of any information on the Website or provided in connection with any disclosure about such Services, is strictly prohibited. You may not use the Website in any manner that could damage, disable, overburden or impair the Website or Service, or interfere with any other party’s use and enjoyment of the Website or Service. You agree that you will not engage in any activities related to the Website that are contrary to applicable laws or regulations. You further agree that you are responsible for any unauthorized use of your password that is made before you have notified us and that we have had a reasonable opportunity to act on that notice. CrannMor reserves the right at its discretion to suspend or cancel your password, even without receiving such notice from you, if we suspect that it is being used in an unauthorized or fraudulent manner.
Notwithstanding the above, you are responsible for monitoring your account and should promptly report any unauthorized or suspicious activity in your account to us by contacting us at firstname.lastname@example.org.
In consideration of your use of the Website, you agree to (a) provide accurate, current and complete information about you as may be prompted by any forms on the Website (“Provided Data”); (b) maintain the security and of your password and identification, (c) maintain and promptly update the Provided Data, as well as any other information that you provide to CrannMor, to keep such Provided Data or information complete, accurate, current and truthful; and (d) accept all risks of unauthorized access to the Provided Data and any other information you provide to CrannMor.
USE OF LINKS
THIRD PARTY CONTENT
Certain portions of the Website may contain third party content and may provide links to webpages and content of third parties (collectively “Third Party Content”). CrannMor does not control, endorse, investigate, or adopt any Third Party Content, and makes no representations or warranties of any kind regarding any Third Party Content, including without limitation the accuracy or completeness of any Third Party Content. You acknowledge and agree that CrannMor is not responsible or liable in any manner for any Third Party Content or your reliance upon Third Party Content. Users utilize such Third Party Content at their own risk.
PROPRIETARY RIGHTS IN CONTENT
CrannMor or its licensors own and retain all proprietary rights in the Website, each Service and all material and information posted thereon (“Content”). You may not alter, modify, publish, distribute, publicly display or sell any Content or other proprietary information, or otherwise copy or transmit any Content or other proprietary information without the express written permission of CrannMor.
You may download or copy Content only to the extent such download is expressly permitted in writing on the Website. No right, title or interest in any downloaded materials or software is transferred to you as a result of any such downloading or copying. You may not reproduce (except as provided in this Agreement), publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of, or exploit in any way, in whole or in part, any of the Content, the Website or any related software.
In addition, to the extent you receive information from CrannMor or other parties with respect to any investment activity on the Website, you may not further disclose or otherwise provide such information to another party in any way that allows a personal identification of any investor in such investment. You agree that CrannMor may, at its sole discretion and to the extent permitted by law, access, read, preserve and disclose your account information, usage history and submitted Content in order to: (a) comply with any applicable law, regulation, legal process, or governmental request; (b) respond to claims that any Content violates the rights of third parties, including intellectual property rights; (c) enforce this Agreement and investigate potential violations thereof; (d) detect, prevent, or otherwise address fraud, security, or technical issues; (e) respond to your requests for customer service; or (f) protect the rights, property or personal safety of CrannMor, its Users or the public.
By using and accessing the Website and Services, you agree to keep all information you learn about companies, funds and investment opportunities on the site private and confidential.
If you believe that any material on the Website violates this Agreement or your intellectual property rights, please notify CrannMor as soon as possible by contacting us at email@example.com with the following information in accordance with Section 512(c) of the Copyright Act: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (vi) a statement that the information in the notification is accurate, and that, under penalty of perjury, you are authorized to act on behalf of the copyright owner.
We reserve the right to remove Content alleged to be infringing or otherwise illegal without prior notice and at our sole discretion. In appropriate circumstances, CrannMor will also terminate a User’s account if the User is determined to be a repeat infringer.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Website or the Services (“Submissions”) provided by you to CrannMor are non-confidential and shall become the sole property of CrannMor. CrannMor shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
RESTRICTIONS ON DATA COLLECTION/TERMINATION
Without CrannMor’s prior consent, you may not:
- use any automated means to access this Website or collect any information from the Website (including, without limitation, robots, spiders, scripts or other automatic devices or programs);
- frame the Website, utilize framing techniques to enclose any Content or other proprietary information, place popup windows over this Website’s pages, or otherwise affect the display of this Website’s pages; engage in the practices of “screen scraping,” “database scraping” or any other activity with the purpose of obtaining content or other information; or
- use this Website in any manner that violates applicable law or that could damage, disable, overburden or impair this Website or interfere with any other party’s use and enjoyment of this Website.
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). CrannMor may investigate occurrences that potentially involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.
WARNING REGARDING WEB FRAUD AND PHISHING
Unfortunately, in today’s Internet commerce environment, there may be misuse of our name, brands and reputation by imposters and frauds publishing fake websites and engaging in “phishing” scams seeking personal or confidential information.
When communicating with CrannMor through digital media, please:
- Confirm you are visiting a CrannMor authorized web site.
- Do not share your password and login ID with anyone, including anyone from CrannMor. Access to your CrannMor account is private, available only to members through secure login procedures. Apart from allowing you to use your password and login to enter an authorized website, CrannMor will never ask you for your password or login information. (If you forget your password or login, we will issue you new ones.)
- Do not send emails to anyone with an address other than authorized CrannMor e-mail addresses. CrannMor only uses “@CrannMorAdvisors.com” for email addresses. If you have any questions about the above, please contact CrannMor at firstname.lastname@example.org.
CONSENT TO ELECTRONIC TRANSACTIONS AND DISCLOSURES
Because CrannMor may conduct its business through the Internet, we need you to consent to transact business with us online and electronically. We also need you to consent to CrannMor sending you certain disclosures electronically, either via our Website or to the email address you provide to us. By agreeing to this Agreement, you agree to receive electronically all documents, communications, notices, contracts and agreements (including any IRS Forms, including Form 1099 and Form K-1) arising from or relating to your use of the Website and Services, including any securities you have purchased, your use of our Services, and the voting of any securities you have purchased as an investor in any offering made available through the Website (each, a “Disclosure”), whether we are acting in the capacity as issuer, agent or otherwise. The decision to do business with us electronically is yours. This document informs you of your rights concerning Disclosures.
Electronic Communications. Any Disclosures will be provided to you electronically from CrannMor either on our Website or via electronic mail to the verified email address you provided. If you require paper copies of such Disclosures, you may write to us at the mailing address provided below and a paper copy will be sent to you at a cost of up to $5.00. A request for a paper copy of any Disclosure will not be considered a withdrawal of your consent to receive Disclosures electronically. Any IRS 1099 Forms or Form K-1s provided electronically will remain accessible through at least October 15 of the year in which such IRS Form 1099 or Form K-1 is made available; after that time the IRS Form 1099 may no longer be accessible electronically. We may discontinue electronic provision of Disclosures at any time in our sole discretion.
Scope of Consent. Your consent to receive Disclosures and transact business electronically, and our agreement to do so, applies to any transactions to which such Disclosures relate, whether or not between you and CrannMor. Your consent will remain in effect for so long as you are a User and, if you are no longer a User, will continue until such a time as all Disclosures relevant to transactions that occurred while you were a User have been made.
TCPA Consent: You expressly consent to receiving calls and messages, including auto-dialed and pre-recorded message calls, and SMS messages (including text messages) from us, our affiliates, agents and others calling at their request or on their behalf, at any telephone numbers that you have provided or may provide in the future (including any cellular telephone numbers). Your cellular or mobile telephone provider will charge you according to the type of plan you carry.
Withdrawing Consent. You may not withdraw such electronic consent so long as you have outstanding any investments made through the Website. If you have no outstanding investments made through the site and wish to withdraw consent to doing business electronically, we will terminate your registered user account with us.
CrannMor may terminate your access to all or any part of the Website and any Service at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your membership. If you wish to terminate your account, you may do so by following the instructions on the Website or contacting us at email@example.com. All provisions of this Agreement shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
You acknowledge that CrannMor has no control over, and no duty to take any action regarding: which Users gains access to the Website; what Content you access through the Website; what effects the Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of having been exposed to the Content. You release CrannMor from all liability for you having acquired or not acquired Content through the Website. CrannMor makes no representations concerning any Content contained in or accessed through the Website, and CrannMor will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Website or the Service.
CrannMor neither represents, warrants, covenants, guarantees nor promises any specific results from use of the Website.
THE SITE, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SERVICE OR ADVICE PROVIDED IN CONNECTION WITH ANY SERVICE, IS PROVIDED “AS IS” WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS SITE AND SITE-RELATED SERVICES.
Any Content downloaded or otherwise obtained through the Website is done at your own discretion and risk and you are solely responsible for any damage to your computer or other electronic system or loss of data that results from the download of any such Content. The foregoing limitation of liability will apply in any action, whether in contract, tort or any other claim, even if an authorized representative of CrannMor has been advised of or should have knowledge of the possibility of such damages.
CrannMor makes no representation or warranty, express or implied, with respect to any third-party data provided to CrannMor or its transmission, timeliness, accuracy or completeness, including but not limited to implied warranties or warranties of merchantability or fitness for a particular purpose. CrannMor will not be liable in any way to you or to any other person for any inaccuracy, error or delay in or omission of any third party data or the transmission or delivery of any such third party data and any loss or damage arising from (a) any such inaccuracy, error, delay or omission, (b) non-performance or (c) interruption in any such third party data due either to any negligent act or omission by CrannMor or “force majeure” or any other cause beyond the control of CrannMor.
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” AND IS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK.
Electronic Communication Privacy Act Notice (18 U.S.C. §§2701 - 2711): CrannMor makes no guaranty of confidentiality or privacy of any communication or information transmitted on the site or any website linked to the site. CrannMor will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on CrannMor’s equipment, transmitted over networks accessed by the Website, or otherwise connected with your use of the Service.
You hereby agree to defend, indemnify and hold harmless CrannMor and its affiliates, employees, contractors, directors, suppliers and representatives from all liabilities, claims and expenses, including reasonable attorneys’ fees, that arise from or relate to your use or misuse of, or access to, the Website, any Service, any Content or otherwise from your User submissions, violation of the Agreement, or infringement by you or any third party using your account of any intellectual property or other right of any person or entity. CrannMor reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with CrannMor in asserting any available defenses.
LIMITATION OF LIABILITY
IN NO EVENT SHALL CRANNMOR, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO ANY SERVICE (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), OR (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) ONE-HUNDRED U.S. DOLLARS ($100.00).
Certain pages of this website is only suitable, intended and available for Accredited Investors and familiar with, and willing to accept, the risks associated with private investments. CrannMor does not make any recommendations regarding the appropriateness of particular opportunities for any investor. Each investor must review and evaluate any investment opportunity in the investor’s own discretion and determine the suitability of making such investment.
CrannMor does not make investment recommendations, and no communication through this website or in any other medium should be construed as such. Investment opportunities posted on this website are “private placements” of securities that are not publicly traded, are subject to holding period requirements and are intended for investors who do not need a liquid investment. Private placement investments are NOT bank deposits (and thus NOT insured by the FDIC or by any other federal governmental agency), are NOT guaranteed by CrannMor, and MAY lose value. Investors must be able to afford the loss of their entire investment.
Any financial projections or returns shown on the website are illustrative examples only, and there can be no assurance that any valuations provided are accurate or in agreement with market or industry valuations. Any investment information contained herein has been secured from sources CrannMor believes are reliable, but we make no representations or warranties as to the accuracy of such information and accept no liability therefor. Offers to sell, or the solicitations of offers to buy, any security can only be made through official offering documents that contain important information about risks, fees and expenses. Investors should conduct their own due diligence, not rely on the financial assumptions or estimates displayed on this website, and are encouraged to consult with a financial advisor, attorney, accountant, and any other professional that can help you to understand and assess the risks associated with any investment opportunities.
None of the information contained in the publicly available portions of the Website constitutes a recommendation, solicitation or offer to buy or sell any securities, options or other financial instruments or other assets or provide any investment advice or service. The information and services provided on the Website are not provided to, and may not be used by, any person or entity in any jurisdiction where the provision or use thereof would be contrary to applicable laws, rules or regulations of any governmental authority or where CrannMor is not authorized to provide such information or services. Some products and services described in the Website may not be available in all jurisdictions or to all members.
Neither the U.S. Securities and Exchange Commission nor any federal or state securities commission or any other regulatory authority has recommended or approved of any investment or investment opportunity described on referenced on certain pages of the Website or the accuracy or inaccuracy of any of the information or materials provided by or through the website. Direct and indirect purchase of real estate property involves significant risks, including, but not limited to, risk related to sale of land, market and industry risks and risks specific to a given property. Investments are not bank deposits, are not insured by the FDIC or by any other U.S. Federal Government Agency or other government agency or authority, are not guaranteed by CrannMor, and may lose value.
Investments listed on certain pages of this Website are only suitable for Accredited Investors who are familiar with and willing to accept the high risk associated with private investments. Securities sold through private placements are not publicly traded and, therefore, are less liquid. Additionally, Investors may receive restricted units that may be subject to holding period requirements. Investing in private placements requires high risk tolerance, low liquidity concerns and long-term commitments. Investors must be able to afford to lose their entire investment. For those reasons, these offerings may be made available only to certain institutional investors and high net worth individuals and entities. As with all alternative investments, investors must meet certain eligibility tests to qualify as purchasers, including Accredited Investor status. Please carefully review any specific disclosures of risks and conflicts in respect of any investment opportunity.
INTEGRATION AND SEVERABILITY
This Agreement is the entire agreement between you and CrannMor with respect to use of the Website and supersedes all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and CrannMor with respect to the Website. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
GOVERNING LAW; ARBITRATION; CLASS ACTION WAIVER
This Agreement (and any further rules, policies or guidelines incorporated by reference herein) shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any principles of conflicts of law.
While we hope never to have a dispute with a User, if we do, User and CrannMor each agree to try for sixty (60) days to resolve it informally. If we collectively fail to resolve such dispute (and unless otherwise agreed in writing by User and CrannMor), any dispute arising out of or relating to the Agreement, or the breach hereof, shall be finally resolved by arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules. If parties are unable to select an arbitrator, then AAA shall select the arbitrator. Judgment on any award entered by the arbitrator may be entered in any court having jurisdiction thereof. If for any reason a claim proceeds in court rather than in arbitration, USER AND CRANNMOR EACH WAIVE ANY RIGHT TO A JURY TRIAL. We also both agree that you or we may bring a suit in court to enjoin infringement or other misuse of intellectual property rights.
Where permitted under applicable law, USER AND CRANNMOR EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. Unless User and CrannMor both agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
The failure of CrannMor to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision in that or any other instance. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. If any provision of this Agreement shall be deemed unlawful, void or, for any reason, unenforceable, then such provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any of its remaining provisions.