Last Updated on November 1, 2017
IBDC IS NOT A LAW FIRM, DOES NOT PROVIDE LEGAL SERVICES NOR RENDER LEGAL ADVICE. IBDC IS NOT A COMPLIANCE, INSURANCE, REGULATORY OR CYBER SECURITY CONSULTANT. IBDC DOES NOT MAKE REFERRALS AND IS NOT RESPONSIBLE FOR THE PROFESSIONAL SERVICES RENDERED BY THE PROFESSIONALS WHO ARE LISTED IN THE IBDC NETWORK. NO NETWORK PARTICIPANT IS RESPONSIBLE FOR THE PROFESSIONAL SERVICES RENDERED BY OTHER NETWORK PARTICIPANTS.
IBDC DOES NOT REFER CLIENTS TO ANY NETWORK PARTICIPANT. THE LIST OF NETWORK PARTICIPANTS IS NOT TO BE CONSTRUED AS AN ENDORSEMENT OR RECOMMENDATION OF THAT NETWORK PARTICIPANT.
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Any information placed on the Site by Users or other third parties, including advice and opinions, are solely the views and responsibility of those posting such information or material, and do not necessarily represent the views of IBDC. Users’ comments may not be representative of each client’s experience and are not indicative of an attorney’s or consultant’s future performance. We reserve all of our rights to discontinue in our sole discretion the Site, any parts thereof, or any Services provided on the Site in general or to any User or attorney or consultant at any time.
When you register with IBDC, you will do so by completing a membership application. Certain Services will only be available to you if you register for a membership with IBDC. As part of the membership application process, you will provide an e-mail and password (your “Credentials”). Your Credentials are used to access the Services that are only available to members. You are responsible for maintaining the confidentiality of your Credentials. Accordingly, you are responsible for all activities that occur under your Credentials and for notifying us if your password has been hacked or stolen. You may notify us be sending an email to:
The charges for any services rendered by attorneys and/or consultants to you will apply and will be entirely your responsibility. It is your responsibility to determine, understand, and agree to the fees that you are responsible for when and if you engage an attorney or consultant.
You are responsible for all use of the Site and for all use of your Credentials, including use by others to whom you have given your Credentials. You may use the Site and the Services for lawful, non-commercial purposes only. Accessing (or attempting to access) our Site or any Services by any means other than through the means we provide is strictly prohibited. You specifically agree not to access (or attempt to access) our Site or any of our Services through any automated, unethical or unconventional means. Engaging in any activity that disrupts or interferes with our Site or Services, including the servers and network on which and to which our Site is located or connected, is strictly prohibited. You may not use any metatags, meta elements, hidden text, or other equivalents using the names “IBDC”, “Independent Broker Dealer Consortium “or www.IBDCconsulting.com, or any other colorable equivalent without the prior written authorization of IBDC. You are solely responsible for any consequences, losses, or damages that we may directly or indirectly incur or suffer due to any unauthorized activities conducted by your or through the use of your Credentials. IBDC may in its absolute discretion terminate all or any part of the Services and your access to any non-public part of the Site. Such termination may be for any or no reason, including but not limited to your misuse of the Services.
In addition to our rights in these Terms of Service, we may take any legal or self-help action and implement any technical remedies to prevent the violation of this provision and to enforce these Terms of Service.
We may from time to time add new services to the Services, substitute a new service for one of the existing Services, or discontinue or suspend one of the existing Services. Information about the new services will be included on the Site, and the use of new services will be governed by these Terms of Service. IBDC will not be liable to you or any third party for any suspension or discontinuation of any of the Services. The Services and the Site will not always be available to you. We do not and cannot guarantee that the Site and Services will be available to you at all times. We may, for example, perform maintenance on the Site that requires it to be made unavailable. Services and the Site may also be interrupted for other reasons beyond our control, such as interruptions caused by electronic or mechanical equipment or communication lines, telephone or other connectivity problems, network volume, third-party software blocking of email delivery, computer viruses, unauthorized access, theft, or operator errors, IBDC shall not be liable to any interruptions or terminations of Services.
The Site may include links to other websites, including links provided as automated search results. Some of these sites may contain materials that are objectionable, unlawful, or inaccurate. As a convenience to our Users, Third-Party pages on our Site may contain links to information created and maintained by the Third-Parties or other organizations. IBDC does not control, and is not responsible for, the accuracy, timeliness, or the continued availability or existence of such information. Opinions expressed on Third-Party pages and elsewhere on the Site are not those of IBDC, and IBDC does not endorse, warrant, or guarantee products or services described or offered on the Third-Party pages or elsewhere on our Site. IBDC is not responsible or liable for the content of any website linked on any Third-Party page or elsewhere on the Site.
Certain of the Services on the Site may have additional terms (such as policies, guidelines, and rules) that will further govern your use of that particular Service and supplement these Terms of Service. If you choose to register for or access any such Services, you will be presented with any relevant additional terms and conditions at that time. By using those Services, you agree to comply with such additional guidelines and rules.
You will not use contact information provided by our Users or collaborating Attorneys and/or Consultants, or harvest such information for the purpose of sending, or to facilitate the sending, of unsolicited bulk communications. You will not allow others to use your account to violate the terms of this section. We may terminate your membership or access to the Site immediately and take other legal action if you or anyone using your Credentials violates these provisions.
We may provide various open communication tools on our Site, such as blog comments, blog posts, public chat, forums, message boards, newsgroups, product ratings and reviews, various social media services, etc. We generally do not pre-screen or monitor the content posted by Users of these various communication tools. If you choose to use these tools to submit any type of content to our Site (collectively “Posted Information”), then it is your personal responsibility to use these tools in a responsible and ethical manner. If you provide feedback about an Attorney or Consultant, please give clear, honest information about the Attorney or Consultant and your experiences, but do not use inappropriate language or make gratuitous personal criticisms or comments. When participating in other interactive or community aspects of the Service, please include all relevant information in a concise manner. We reserve the right to remove your Posted Information for any or no reason, but we are not obligated to do so. Nor shall we be responsible for any failure or delay in removing Posted Information. Keep in mind that the Posted Information of others is simply opinion and should not be relied on. You are solely responsible for any Posted Information that you submit to the Site or transmit to other members or other Users of the Site or that is otherwise submitted under your Credentials. IBDC SHALL NOT BE RESPONSIBLE FOR NOR LIABLE AS A RESULT OF ANY POSTED INFORMATION ON THE SITE. By posting information or otherwise using any open communication tool on our Site, you agree that you will not upload, post, share, or otherwise distribute any content that:
IBDC reserves the right to investigate and take appropriate legal or self-help action in its sole discretion against anyone who, in IBDC’s determination, violates this provision, including without limitation, removing the offending communication from the Services and terminating the membership of such violators or blocking your use of the Services or the Site.
By posting Posted Information on the Site, you agree to and hereby do grant, and you represent and warrant that you have the right to grant, IBDC, its contractors, and the Users of the Site an irrevocable, perpetual, royalty-free, fully sub-licensable, fully paid up, worldwide license to use, copy, publicly perform, digitally perform, publicly display, and distribute such Posted Information and to adapt, edit, translate, prepare derivative works of, or incorporate into other works, such Posted Information. This license is non-exclusive, except you agree that IBDC shall have the exclusive right to practice this license to the extent of combining your Posted Information with the Posted Information of other Users, sources and the public domain for purposes of constructing or populating a searchable database of such information and information related to the investment industry.
All of the Information available on or through the Services and the Site, including without limitation, text, photographs, graphics, and video and audio content, is owned by us, our licensors, or the Attorneys and Consultants or their affiliates. All such Information is protected by copyright, trademark, patent, and trade secret laws, other proprietary rights, and international treaties. Except as expressly and unambiguously provided in these Terms of Service, IBDC does not grant you any express or implied rights in the Information, and all rights in the Site and the Services not expressly granted by IBDC to you are retained by IBDC or by the respective owners of the Information.
We have no special relationship with or fiduciary duty to you. You acknowledge that we have no control over, and no duty to take any action regarding: which Users gain access to the Site or the Services; what content you access via the Site or the Services; what effects the content on the Site or the Services may have on you; how you may interpret or use the content on the Site or the Services; or what actions you may take as a result of having been exposed to the content on the Site or the Services. You release us from all liability for you having acquired or not acquired content through the Site or the Services. The Site or the Services may contain, or direct you to websites containing, information that some people may find offensive or inappropriate. We make no representations concerning any content contained in or accessed through the Site or the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Site or the Services. We make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Site or the Services. WE PROVIDE THE SITE AND THE SERVICES “AS IS,” “WITH ALL FAULTS” AND “AS AVAILABLE.” WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR GUARANTEES ABOUT THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL SUCH WARRANTIES, INCLUDING ALL STATUTORY WARRANTIES, WITH RESPECT TO THE SERVICES AND THE SITE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES THAT THE SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, RELIABLE, OR ACCURATE OR WILL MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT TIMES OR LOCATIONS OF YOUR CHOOSING OR THAT ANY OF THE CONTENT WILL ASSIST YOU IN IDENTIFYING A SUITABLE ATTORNEY OR CONSULTANT OR FOR ANY OTHER PURPOSE. WE ARE NOT RESPONSIBLE FOR THE ACCURACY, RELIABILITY, TIMELINESS, OR COMPLETENESS OF INFORMATION PROVIDED BY USERS OF THE SITE OR ANY OTHER DATA OR INFORMATION PROVIDED OR RECEIVED THROUGH THE SITE. IBDC DISCLAIMS ANY AND ALL RESPONSIBILITY AND LIABILITY REGARDING ANY AGREEMENT YOU MAY MAKE WITH OR PRODUCTS OR SERVICES YOU MAY OBTAIN FROM ATTORNEYS OR CONSULTANTS OR OTHER THIRD PARTIES OF WHOM YOU LEARN THROUGH OR ON ACCOUNT OF THE SITE OR SERVICES, AND YOU AGREE TO LOOK SOLELY TO SUCH PERSONS REGARDING ANY CLAIMS ARISING OUT OF SUCH AGREEMENTS, PRODUCTS, OR SERVICES. EXCEPT AS EXPRESSLY SET FORTH HEREIN, IBDC MAKES NO WARRANTIES ABOUT THE INFORMATION SYSTEMS, SOFTWARE AND FUNCTIONS MADE ACCESSIBLE THROUGH THE SITE, OR ANY OTHER SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION. IBDC DOES NOT WARRANT THAT THE SITE OR THE SERVICES WILL OPERATE ERROR-FREE, THAT LOSS OF DATA WILL NOT OCCUR, OR THAT THE SERVICES, SOFTWARE, OR SITE ARE FREE OF COMPUTER VIRUSES, CONTAMINANTS, OR OTHER HARMFUL ITEMS.
YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS THE CANCELLATION OF YOUR REGISTRATION. IN NO EVENT SHALL WE BE LIABLE TO YOU (OR TO ANY THIRD PARTY CLAIMING UNDER OR THROUGH YOU) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF, OR INABILITY TO USE, THE SITE OR THE SERVICES. THE LIMITATIONS IN THIS SECTION APPLY EVEN IF THERE IS NEGLIGENCE (AS OPPOSED TO GROSS NEGLIGENCE OR WILLFUL MISCONDUCT) BY IBDC OR BY AN AUTHORIZED REPRESENTATIVE OF IBDC. THESE EXCLUSIONS APPLY TO ANY CLAIMS FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, ANY OTHER COMMERCIAL DAMAGES OR LOSSES, OR THE MALPRACTICE OR NEGLIGENCE OF ADVISORS UTILIZED THROUGH OR DUE TO YOUR USE OF THE SERVICE, EVEN IF WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT (OTHER THAN OUR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT) SHALL OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF YOUR USE OF THE SERVICES OR THE SITE, REGARDLESS OF THE FORM OF ACTION, EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, THAT YOU PAID TO REGISTER FOR THE SITE AND THE SERVICES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES OR CAUSES OF ACTION, WHERE THE LAWS OF SUCH STATES OR JURISDICTIONS APPLY, OUR LIABILITY SHALL BE LIMITED TO THE GREATER OF $10 OR THE MAXIMUM EXTENT OTHERWISE PERMITTED BY LAW. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR”.
We may terminate or suspend your registration immediately, without notice, if IBDC determines, in our sole discretion, that there has been a violation of these Terms of Service or other policies and terms posted on the Site by you or by someone using your Credentials. We may also terminate or suspend your registration for any other reason, including inactivity for an extended period, but may attempt to notify you in advance of such cancellation or suspension. IBDC shall not be liable to you or any third party for any termination of your access to the Site or the Services. Further, you agree not to attempt to use the Site or the Services after any such deletion, deactivation or termination (provided, in the case of deactivation due exclusively to your inactivity, you may re-register). Sections 2, 3, 5, 10, 12, 13, 14, 15, 18, 19, 20 and 21 shall survive any termination or expiration of these Terms of Service.
You will defend, indemnify, and hold harmless us, our employees, contractors, officers, directors, agents, parent, other affiliated companies, suppliers, successors, and assigns from all liabilities, claims, demands, and expenses, including attorney’s fees, made by any third party that arise from or are related to (a) your access to the Site, (b) your use of the Services, or (c) the violation of these Terms of Service or of any intellectual property or other right of any person or entity, by you or any third party using your Credentials. The foregoing indemnification obligation does not apply to liabilities, claims, and expenses to the extent that they arise from our own gross negligence or intentional misconduct.
In addition, you will promptly notify IBDC in writing of any notice, suit, or action against you based upon a claim that any content that you uploaded, posted, shared, or otherwise distributed on or through the Site infringes a patent, copyright, trademark, or trade secret of a third party, and we may notify you of any such notice, suit, or action against IBDC based on your content, the expenses of which notice, suit, or action, and any expenses, damages, and settlement costs arising thereof, shall be includable in any indemnity claim by IBDC against you pursuant to these Terms of Service. In the event of such notice, suit or action, you will also, at your expense, procure for IBDC the right to continue using the content.
IBDC has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act or DMCA(posted at http://www.lcweb.loc.gov/copyright/legislation/dmca.pdf). The address of IBDC’s Designated Agent to Receive Notification of Claimed Infringement (“Designated Agent”) is provided at the bottom of this section.
It is IBDC’s policy to (a) block access to or remove material that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, Advisors, affiliates, content providers, members, or Users; and (b) remove and discontinue Service to repeat offenders.
Procedure for Reporting Copyright Infringements. If you believe that material or content residing on or accessible through the Site or the Services infringes a copyright, please send a notice of copyright infringement containing the following information to the Designated Agent listed below (“Proper Bona Fide Infringement Notification”):
Once a Proper Bona Fide Infringement Notification is received by the Designated Agent and we make a good faith determination that the material is copyrighted material that has been illegally copied and placed on our Site, it is IBDC’s policy:
An electronic signature of the content provider, member, or User; Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled; A statement that the content provider, member, or User has a good faith belief that the material was removed or disabled as a result of mistake or a misidentification of the material; and
The content provider’s, member’s, or User’s name, address, telephone number, and, if available, email address and a statement that such person or entity consents to the jurisdiction of the Federal Court for the judicial district in which the content provider’s, member’s, or User’s address is located, or if the content provider’s, member’s, or User’s address is located outside the United States, for any judicial district in which IBDC is located, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement. Removal.
If a counter-notice is received by the Designated Agent, IBDC may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member, or User, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at IBDC’s discretion.
Address for Designated Agent. Please contact IBDC’s Designated Agent to Receive Notification of Claimed Infringement at the following e-mail address: Lilian@IBDCconsulting.com
These Terms of Service shall be deemed to have been entered into and shall be construed and enforced in accordance with the laws of the State of New York as applied to contracts made and to be performed entirely within New York, without giving effect to the state’s conflicts of law statute. Any controversy, dispute or claim arising out of or related to these Terms of Service or your use of the Services shall be settled by final and binding arbitration to be conducted by an arbitration tribunal in the State, City, and County of New York, pursuant to the rules of the American Arbitration Association. The arbitration tribunal shall consist of one arbitrator. The decision or award of the arbitrator shall be final, and judgment upon such decision or award may be entered in any competent court or application may be made to any competent court for judicial acceptance of such decision or award and an order of enforcement. The arbitrator shall have the authority to impose equitable and injunctive relief as well as to award monetary relief, including attorney’s fees, as the arbitrator deems appropriate.
We may assign this contract at any time to any parent, subsidiary, or any affiliated company or as part of the sale to, merger with, or other transfer of our company to another entity. You may not assign, transfer, or sublicense these Terms of Service to anyone else, and any attempt to do so in violation of this section shall be null and void.
You must be 18 years of age or over, or the legal age to form a binding contract in your jurisdiction if that age is greater than 18 years of age, to register with us or use the Site and the Services. If you do not meet this age requirement, you may not use this Site, and you must have your parent or legal guardian use this Site on your behalf. If you are the parent or legal guardian of a child under the age of 18, you may use the Site or Services on behalf of such minor child. By using the Site or Services on behalf of a minor child, you represent and warrant that you are the parent or legal guardian of such child and that all references in these Terms of Service to “you” shall refer to (a) such child or such other individual for whom you have authorization to enter into these Terms of Service on their behalf, and (b) you in your capacity as the parent or legal guardian of such child or as the authorized party of such individual. If you do not qualify under these terms, do not use the Site or Services. Membership in the Services is void where prohibited by applicable law, and the right to access the Site is revoked in such jurisdictions. By using the Site or the Services, you represent and warrant that you have the right, authority, and capacity to enter into these Terms of Service and to abide by all of the terms and conditions set forth herein. The Site is administered in the U.S. and intended for U.S. Users. Any use outside of the U.S. is at the User’s own risk, and Users are responsible for compliance with any local laws applicable to their use of the Services or the Site.
IBDC welcomes your feedback and suggestions about how to improve this Site and the Services. By transmitting any suggestions, information, material, or other content (collectively, “feedback”) to IBDC, you represent and warrant that such feedback does not infringe the intellectual property or proprietary rights of any third party (including, without limitation, patents, copyrights, or trademark rights) and that you have all rights necessary to convey such feedback to IBDC. In addition, any feedback received through this Site will be deemed to include a royalty-free, perpetual, irrevocable, transferable, non-exclusive right and license for IBDC to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works, and display (in whole or in part) worldwide, or act on such feedback, without additional approval or consideration, in any form, media, or technology now known or later developed for the full term of any rights that may exist in such content, and you hereby waive any claim to the contrary.
Feedback can be sent electronically to Lilian@IBDCconsulting.com