RedTail Capital Markets

Below are the key provisions of this Terms of Service. It is important, however, that you read the agreement in its entirety as you will be responsible with complying with all of its terms.

All materials and content on this site are considered confidential and you may not publish or disclose such materials or content without RedTail’s written permission. Violations of the confidentiality provisions in this Terms of Use may result in the termination of your access to the site and liquidation of your investments made through the Services.
Any material that you post to the site and any representations you make must be truthful and must not harm, offend or violate the rights of others.
RedTail owns all content and material on the site, including any material posted to the site by you.
All materials and content are presented on the site without guarantee of completeness or accuracy.

INTRODUCTION

Please read these Terms carefully. By clicking “I Agree” or simply by using one or more of the Services (as defined below), Subscriber (as defined below) agrees that these Terms and our Privacy Policy govern any and all access to or use of the Services made at any time by Subscriber. Whether Subscriber is paying for the services or not, and whether Subscriber has a free trial or not, Subscriber’s use of the Services is conditioned on compliance with these Terms.

If you do not agree to these Terms, you may not access or use the Services and you must cease any access or use immediately. If you have any questions regarding these Terms, please contact us at Info@RedTail.com.

The Services and the Content do not constitute and should not be construed as an offering of advisory services or an offer to sell or solicitation to buy any securities or related financial instruments in any jurisdiction.
DEFINITIONS

For purposes of these Terms, the following words shall have the means ascribed to them:

“Content” means all material, data, information and products on or accessible through or generated from the Services or provided as part of any Service (including, without limitation, any publications or messages sent as part of a Service), and any documentation related thereto.

“Privacy Policy” means RedTail’s privacy policy for the Services and the Content as in effect from time to time.

“RedTail”, “we”, “us”, “our” means RedTail Capital Markets LLC and any of its past, present or future affiliates or successors.

“Services” means
1. any online, electronic or hard-copy Content,
2. any website,
3. any messaging, chat or other communication service or capability, including without limitation notification emails,
4. any question-and-answer schematics or click-throughs,
5. any blog site(s), posting site(s), discussion board(s) or similar service, and
6. any software or interface, all to the extent provided or made available by RedTail or any third-party provider through RedTail. A Subscriber may have subscribed to one or more Services and will be charged in accordance with the Services that it has ordered.
“Subscriber”, “you”, “your” means (as appropriate) the person using or accessing any of the Services or the Content, whether themselves or through another person and whether authorized or not. In particular, and as the context may require, the words can mean
1. the end user,
2. the legal entity for which the end user is accessing or using the Services, or
3. both, in each case as will provide the maximum rights and protections to RedTail and the maximum obligations and requirements on Subscriber. To the extent an end user Subscriber accesses or uses the Services as an employee, partner, director, agent or representative of any legal entity Subscriber, the end user Subscriber warrants that s/he has the authority to agree to these Terms on behalf of the legal entity Subscriber. Whether you pay for the Services or not, access and/or usage is enough to make you a Subscriber and bind you to these Terms.
“Terms” means these terms and conditions, as may be modified, amended or changed by RedTail from time to time in its sole discretion.
USE OF THE SERVICES, CONTENT AND TRADE MARKS

3.1 As between RedTail and Subscriber, all right, title and interest in and to the Content and the Services, including any and all intellectual property rights related thereto, are and will remain the exclusive property of RedTail. All other rights with respect to the Content and the Services, whether now existing or that may hereafter come into existence, that are not expressly granted to Subscriber herein are reserved for RedTail. Subscriber agrees to comply with all United States copyright, trademark, trade secret, patent and other intellectual property laws applicable thereto. Subscriber will not remove, obscure, or alter any copyright notices, trademark notices, or other proprietary rights notices affixed to or contained within the Content or the Services. The trademarks belonging to RedTail may not be used in connection with any product or service that does not originate with RedTail, in any manner that is likely to cause confusion among users, or in any manner that disparages or discredits RedTail. All other trademarks appearing on this site are the property of their respective owners.

3.2 Subscriber acknowledges and agrees that the Content and the Services are the valuable confidential property of RedTail. Subscriber may use the Services and the Content solely for its own use and benefit and not for resale or other transfer or disposition to any other person. Subscriber agrees to take or cause to be taken all necessary precautions to maintain the confidentiality and proprietary nature of the Content and the Services. Without first obtaining RedTail’s written consent, Subscriber agrees not to reproduce, publish, broadcast, license, create derivative works from, transfer, sell, or exploit any reports, data, information, software, products or other materials on, generated by or obtained from the Content and the Services to any person or to any other web site, blog, social media outlet or service that disseminates information, whether through links or otherwise, including without limitation Facebook, Instagram, Twitter, LinkedIn or similar. Subscriber is prohibited from using, reproducing, modifying, transferring, exploiting, distributing or disposing of any of the Services or the Content for any purpose, or in any manner that might compete with RedTail. Any request for permission to republish, reprint or use for any other purpose any Content or trademarks should be sent to Info@RedTail.com.

If, in RedTail’s opinion, Subscriber has failed to comply with this Section 3.2, RedTail will have the right to
1. terminate any or all of the Services to Subscriber and
2. to the extent permitted by law, liquidate any investments Subscriber has made through the Services at par value, and distribute such proceeds to Subscriber thus terminating the relationship between RedTail and Subscriber. For the avoidance of doubt, in the event of such termination, the obligations of this Section 3.2 will remain in effect into perpetuity.
3.3 Subscriber will be given one or more user names and passwords, as appropriate for its registration or subscription to the relevant Service(s). RedTail has the right to disable any user name, password or other identifier, and to terminate any or all of the Services to Subscriber, at any time in our sole discretion, including if, in RedTail’s opinion, Subscriber has violated any provision of these Terms. Subscriber agrees not to create another account, user name or password after such termination without RedTail’s permission. RedTail reserves the right to access and monitor password-protected information, including any information that Subscriber may upload or input and any information concerning Subscriber’s activities in relation to any Services or Content for any purposes, so long as they are in compliance with RedTail’s Privacy Policy. RedTail may also use cookies and similar technical tools as set out in the Privacy Policy to collect information and display advertisements that may be of interest to Subscriber and for such other purposes as are set out in the Privacy Policy.
SUBSCRIBER’S OBLIGATIONS

4.1 You represent and warrant that:
1. you have the capacity to agree to these Terms; and
2. (b) you are at least eighteen (18) years of age. This Site is not intended for users of under eighteen (18) years of age, and such individuals are not permitted to be Subscribers.
4.2 Subscriber covenants and agrees that it will:
1. comply fully with these Terms, including without limitation the confidentiality terms in Section 3.2, and with all applicable laws, rules and regulations in relation to the Services, including without limitation, laws relating to the use of intellectual property;
2. not use the Services or the Content outside the scope of the permitted use under these Terms and will not infringe any intellectual property or other rights in or relating to the Services, the Content or of any third party;
3. not copy, reproduce, screen capture, recompile, decompile, disassemble, reverse engineer, upload, download, transmit, create derivative works from or otherwise exploit or tamper with the Services or the Content, except as follows:
  1. Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
  2. You may store files that are automatically cached by your Web browser for display enhancement purposes.
  3. You may print or download one copy of the portion of the Content for your own personal use and not for further reproduction, publication or distribution.
  4. If we provide desktop, mobile or other applications for download, you may download a single copy to your computer or mobile device solely for your own use as disclosed to RedTail at the time of downloading, provided you agree to be bound by our end user license agreement for such applications.
4. not prevent or restrict (or attempt to prevent or restrict) the use of the Services or the Content by any other authorized user nor hack into or cause damage to any server or other equipment operated by RedTail or on its behalf;
5. provide accurate and complete information at all times, and keep updated all such information;
6. treat all user name and password information as confidential, and not disclose it to any other person; immediately notify RedTail of any unauthorized access to or use of Subscriber’s user name or password or any other breach of security; use particular caution when accessing the Services from a public or shared computer so that others are not able to view or record Subscriber’s user name, password or other personal information;
7. access only those accounts on which you are authorized to act, and you agree to use your own user names, logins, passwords, and security questions and answers when accessing accounts on which you are authorized to act. You agree not to obtain or attempt to obtain unauthorized access to such parts of or features of the Content and Services through any means not intentionally made available to you by RedTail; and
8. be responsible for procuring the necessary equipment and paying any and all charges or fees necessary to access and/or use the Services.
4.3 Additionally, Subscriber agrees not to:
1. Use the Services in any manner that could disable, overburden, damage, or impair the site or any Services or interfere with any other party's use of the Services, including their ability to engage in real time activities through the Services.
2. Use any robot, spider or other automatic device, process or means to access the Services for any purpose, including monitoring or copying any of any Content.
3. Redeliver any page, text, image, Content or Services on this site using “framing” or other technology.
4. Use any device, software or routine, or engage in any activity, that interferes with the proper working of the Services (including without limitation any a denial-of-service attack or a distributed denial-of-service attack), or introduce any viruses, “Trojan horses,” worms, logic bombs or other material which is malicious or technologically harmful.
5. Attempt to gain or to provide to another unauthorized access to, interfere with, damage or disrupt any parts of the Services, or any server, network, account, computer or database connected to or utilized by the Services.
INTERACTIVE SERVICES

5.1 The Services may include
1. blog site(s), posting site(s), discussion board(s), dashboard(s) or similar services,
2. messaging, chat or other communications methods, and
3. other public areas that allow interactivity between users and/or feedback to be provided to us (together “Interactive Areas”). We do not control and are not responsible for the information and/or materials posted to Interactive Areas by you or any third party including without limitation data, content, text, photographs, graphics, images, videos, messages, comments, quotations, files, documents and any other materials that you submit, upload, post, e-mail, transmit or otherwise make available via the site (“Posted Material”) and as a result, cannot guarantee the veracity or accuracy of any Posted Material. All use of the Interactive Areas is at your risk and you should not rely on Posted Material in any way.
5.2 By submitting, uploading, posting, e-mailing or transmitting Posted Material to the site, you represent and warrant that either you own all right, title and interest in and to the Posted Material or have express permission from the owner to copy and use such Posted Material for all purposes related to the site.

5.3 You hereby grant us a non-exclusive, perpetual, sub-licensable, transferable, royalty-free license to use, store, translate, publish, display, broadcast, perform, disclose, distribute, sell, create derivative works from, reproduce, modify and/or sublicense all of your Posted Material, and consent to the use and viewing of same by every other person utilizing the Services.

5.4 You are responsible for the content of your Posted Material and you may not within the Interactive Areas or otherwise in relation to any Service post, publish, link to, upload, download, send, distribute, use or re-use any information or material:
1. that is or could be taken to be the provision of unauthorized advice (including, without limitation, legal, accounting, tax or investment advice) or which has the purpose of affecting improperly the price or value of any asset;
2. obtained in breach of confidence or that contains confidential information or infringes any intellectual property rights or rights of privacy or other rights of any third party;
3. that is offensive, harmful, threatening, abusive, indecent, defamatory, obscene, pornographic, invasive of another’s privacy or publicity rights, degrading or menacing, or is otherwise contrary to applicable law or regulation or promoting an illegal act;
4. that personally attacks or is derogatory toward RedTail as an entity, RedTail employees or any RedTail products or services;
5. that harms minors in any way, including, but not limited to, submitting, uploading, posting, e-mailing, transmitting, or otherwise making available content that violates child pornography laws, child sexual exploitation laws, or laws prohibiting the depiction of minors engaged in sexual conduct;
6. that constitutes unsolicited advertising or promotional material, including but not limited to any chain emails, unsolicited commercial emails, unsolicited bulk email, “spam” or mail bombs.
5.5 Without prejudice to section 5.4 above, you may not:
1. use any Interactive Area to carry out criminal, fraudulent or illegal activities;
2. use any Interactive Area to impersonate any person, company, group or entity or misrepresent a relationship to or with any of the same;
3. disguise the origin of any message posted in any Interactive Area;
4. collect, store, disclose or otherwise process any personal data in relation to your use of any Interactive Area without the knowledge of the relevant individual or in breach of applicable data protection laws;
5. forge headers or otherwise manipulate identifiers in order to disguise the origin of any Posted Material transmitted through the site;
6. submit, upload, post, e-mail, transmit, or otherwise make available any material that contains viruses or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment; nor
7. intentionally or unintentionally violate any applicable local, state, national, or international laws, rules, regulations, decrees, acts, orders, directives, legislation, bills, or statutes.
5.5 You must comply with any additional rules which may, from time to time, be issued by us at particular sections of the Interactive Areas and such rules shall be deemed incorporated into these Terms.

5.6 By accessing the Interactive Areas, you agree to indemnify and hold us harmless against all claims, damages, costs and expenses (including legal and other professional fees) which we may incur as a result of any of your Posted Material.

5.7 We reserve the right to remove Posted Material at any time, for any or no reason, and without notice, including without limitation for any failure to comply with the provisions of this Section. If any Posted Material fails to comply with the provisions of this Section, we reserve the right to prevent you from accessing the Interactive Areas.

5.8 Our employees or representatives may also submit Posted Material to the Interactive Areas. In doing so, such employees or representatives shall act in a personal capacity and any views they might express shall not be considered our views nor the views of a legal, accounting, tax, financial or other professional advisor.

5.9 Notice for Claims of Copyright Violations

If you believe that your work has been copied and posted in the U.S. on any Interactive Area or otherwise within the Services in a way that constitutes copyright infringement under U.S. copyright law, you should notify us promptly at Info@RedTail.com with a written notice that sets forth the infringement details. To be effective, the notice must contain the following information:
1. a description of the copyrighted work that you believe has been infringed;
2. a description of the material that you claim is infringing the copyrighted work and a detailed description of where it is located;
3. your address, telephone number, and email address;
4. a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
5. a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf; and
6. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest.
ADVERTISEMENTS, LINKS AND THIRD PARTY TRANSACTIONS

6.1 The Services may contain:
1. links to other websites provided by third parties (“External Sites”). We shall endeavor to highlight such links although some External Sites may be co-branded with ours. External Sites may advertise or provide the opportunity for you to purchase third party products or services (“Third Party Services”); and/or
2. advertisements for, and/or the opportunity for you to purchase products or services from Third Party Services or RedTail.
6.2 The content of External Sites and Third Party Services is not maintained or controlled by us and we are therefore not responsible for the availability, content or accuracy of External Sites or Third Party Services. We do not
1. make any warranty, express or implied, with respect to the use of the links provided;
2. guarantee the accuracy, completeness, usefulness or adequacy of External Sites or Third Party Services; or
3. make any endorsement, express or implied, of any External Sites or Third Party Services. Any advertisement or promotion of a Third Party Service is not an inducement by us for you to enter into any agreement with the relevant third party.
6.3 Any communications or contracts relating to Third Party Services, payment for and delivery of Third Party Services, and any other associated terms, conditions, warranties or representations are exclusively between you and the relevant third parties. You agree not to hold us liable for any loss or damage incurred as the result of any such contracts, communications or other dealings or the presence of such third parties on any Site.

SOFTWARE
Intellectual property in any software that is made available for download through the Services (“Software”) belongs to us or our suppliers. Your use of the Software is governed by the terms of any license agreement or other terms of service, as applicable, that may accompany or be included with the Software. Do not install or use any Software unless you agree to such license agreement or terms of service, as applicable.

INTERNATIONAL USE
Because of the global nature of the Internet, you agree to comply with all local rules with respect to your account and your online conduct, including all laws, rules, codes, and regulations of the country in which you reside and the country from which you access this site, including without limitation, all laws, rules, codes, regulations, decrees, acts, orders, directives, legislation, bills, and statutes pertaining to tax, contracts, intellectual property, securities, e-commerce, banking, technology, computers, fraud, and privacy. In addition, you agree to comply with all applicable laws, rules, codes, and regulations regarding the transmission of technical data exported from the United States. This site will not be considered a solicitation for or offering of any investment product or service to any person in any jurisdiction where such solicitation or offering would be illegal.

DISCLAIMERS AND LIMITATIONS OF LIABILITY

9.1 YOU AGREE THAT YOUR USE OF ANY CONTENT OR SERVICE IS AT YOUR SOLE RISK AND ACKNOWLEDGE THAT ALL CONTENT AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE. " THE CONTENT MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE CONTENT. SAVE AS PROVIDED IN THESE TERMS, NEITHER WE NOR OUR SUPPLIERS AND LICENSORS MAKE ANY REPRESENTATIONS OR WARRANTIES AND, TO THE FULLEST EXTENT ALLOWED BY LAW, EXCLUDE ALL IMPLIED WARRANTIES (INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, TITLE AND FITNESS FOR A PARTICULAR PURPOSE) REGARDING (A) THE SUITABILITY OF THE INFORMATION; (B) THE ACCURACY, AVAILABILITY, RELIABILITY, COMPLETENESS OR TIMELINESS OF THE SITES, CONTENT OR SERVICES; OR (C) THE RESULTS OBTAINED FROM ACCESSING AND USING ANY SITE, SERVICE OR CONTENT. FURTHER, WE DO NOT REPRESENT OR WARRANT THAT (W) THE FUNCTIONS CONTAINED IN THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; (X) DEFECTS WILL BE CORRECTED; (Y) THE SERVICES OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; NOR (Z) THE USE OF ANY OF THE CONTENT WILL NOT INFRINGE THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY. You understand that we cannot and do not guarantee or warrant that files available for downloading from the Internet or the Services will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data.

9.2 The Content is made available for your general information and use and is not intended to address your particular requirements. We do not represent or endorse the accuracy, completeness or reliability of any advice, opinion, statement or other information forming part of the Content; however, we use such efforts as we deem reasonable to maintain the accuracy and correctness of the Content that is provided by RedTail, but you should rely only on your professional advisers. Reliance upon any Content shall be at your own risk. The Content does not constitute any form of advice, recommendation or arrangement by us (including, without limitation, legal, accounting, tax or investment advice) and is not intended to be relied upon by users in making (or refraining from making) any decisions. Appropriate independent advice should be obtained before making any such decision. Any arrangements made between you and any third party are at your sole risk and responsibility. The Services and the Content may contain information that includes or is based upon forward-looking statements within the meaning of federal securities laws. Forward-looking statements are made based on current expectations and beliefs concerning future developments and their potential effects. You can identify these statements by the fact that they do not relate solely to historical or current facts. They generally include words such as “believe”, “expects”, “anticipates”, “intends” and similar words. There can be no assurance that future developments will be in accordance with expectations or that the effect of future developments will be correctly anticipated. The following important factors, risks, and uncertainties are among those that may affect such statements: (a) changes in performance of financial markets and interest rates; (b) development of new financial products; and (c) regulatory, accounting or tax changes that may affect the cost of, or demand for, our financial products or services.

9.3 IN NO EVENT WILL REDTAIL, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY CONTENT, ANY WEBSITES LINKED TO THE SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

9.4 Neither we nor any representative shall be liable to you for any direct or indirect damage, loss or expenses suffered by you as a result of:
1. any viruses, worms, “Trojan horses” or similar programs, denial of service attack, spamming or hacking or consequential damages or any claim against us by any other party;
2. any fault, inaccuracy, omission, delay or any other failure in any Service or Content caused by your computer equipment or arising from your use of any Service or Content on such equipment;
3. any inaccuracies or errors in or omissions from any Content including, but not limited to, quotes and financial data;
4. any delays, interruptions or short-term or immaterial errors in the transmission or delivery of any Service; or
5. any additions, deletions or changes made to the Content at any time.
9.5 Notwithstanding anything contained elsewhere in these Terms, in the event that you incur any loss, damage or expense arising out of your use of any Content or Service, you agree that our liability to you shall be limited to the higher of
1. the total amounts paid by you to us in the last month in relation to Content or Service, and
2. the sum of $1,000.

INDEMNITY
You agree to indemnify and hold us, our Representatives, licensors and sub-contractors harmless from and against any and all costs, claims, damages, proceedings, causes of action, liability and expenses (including without limitation attorney’s fees and costs) that we might incur by reason of a breach by you of these Terms or arising out of your use or sharing of the Services, including, but not limited to, any Posted Material, any use or sharing of the Content or Services other than as expressly authorized in these Terms, or your use or sharing of any information obtained from the Services. For the avoidance of doubt, this indemnity shall extend (without limitation) to any losses that we may suffer as a result of the use by third parties of your user name and password.

CHANGES TO THESE TERMS
We may make additions, deletions or changes (together, "amendments") to the provisions of these Terms from time to time. Any amended Terms will be notified to you by being posted through the Services. It is your responsibility to refer regularly to these Terms and note any amendments. Amendments will come into effect immediately on the amended Terms being posted through the Services and you will be deemed to have accepted them if you access the Services after that time. If you do not wish to accept them, you must cancel the Services.

TERM AND CANCELLATION

12.1 The rights granted to you herein terminate immediately upon any violation by you of these Terms of Use. RedTail, in its sole discretion, reserves the right to temporarily or permanently terminate your access to and use of this site at any time and for any reason whatsoever, without notice or liability. RedTail will not be liable to you or any third party for any termination of your access to or use of this site

12.2 Termination of your access to and use of any Services and Content, regardless of the reason, shall not affect RedTail’s right to receive any outstanding sums due at the date of termination, which sums shall be payable within fifteen (15) days of such termination.

12.3 Termination of your access to and use of any Services and Content, regardless of the reason, shall not relieve you of your confidentiality obligations hereunder, which shall remain in effect into perpetuity.

12.4 Upon termination of this agreement or of your access to and use of any Services and Content, you agree to immediately destroy copies of all Content, in electronic form or otherwise, then in your possession.

NO WAIVER
Failure by either party to exercise any right or remedy under these Terms does not constitute a waiver of that right or remedy.

ENTIRE AGREEMENT
These Terms (including the Privacy Policy and any other terms incorporated by reference in these Terms) shall constitute the entire agreement between you and us with respect to your access to and use of any Services and supersede all prior agreements, negotiations and discussions between you and us relating to the same.

GOVERNING LAW AND JURISDICTION
All matters relating to the Services and these Terms and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of laws provision or rule (whether of the State of New York or any other jurisdiction). Any legal suit, action or proceeding arising out of, or related to, these Terms or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of New York, in each case located in the City of New York and County of New York, although we retain the right to bring any suit, action or proceeding against you for breach of these Terms such other venue as we deem appropriate. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

ASSIGNMENT AND SUB-CONTRACTING
You may not assign, sublicense or otherwise transfer any of your rights under these Terms without our prior written consent and any purported assignment in violation hereof shall be void.

SEVERABILITY
If any provision of these Terms is found to be wholly or partially invalid, void or unenforceable by any court having competent jurisdiction or by virtue of any legislation or any other reason, that provision shall be invalid, void or unenforceable to that extent only and no further and the validity and enforceability of the remaining provisions of these Terms shall not be affected.

NOTICES
Any notice that is required to be given pursuant to these Terms shall be made by email or posted on the site and, in the case of us, to the address posted through the Services or otherwise notified to you in relation to any relevant Service. Any such notice shall be deemed to have arrived if sent by post within three (3) days of posting and if sent by email at the time of transmission.

HEADINGS
Headings in these Terms are for convenience only and will have no legal meaning or effect.