TERMS AND CONDITIONS

Definitions:

  • “Agreement” means the agreement on these Terms and Conditions between HedgePo and an Investment Manager governing the Investment Manager’s use of HedgePo;
  • “Allocator” means all or any of HedgePo Ltd its subsidiaries and their respective directors, officers, employees, contractors and consultants;
  • “Allocator Platform” and the “Service” means Allocator’s platform and service which is accessible through “www.allocator.com”, which is password protected and is only accessible for the use of Allocator by Qualified Investors and Managers;
  • “Entities” means all Qualified Investors and Funds;
  • “Information” means information and/or content provided by the Users, Investment Manager and/or third party providers about the Fund and the Manager including, but not limited to information contained in Fund Documents;
  • “Investment Manager” and “Manager” means the manager of a Fund;
  • “Fund” means a hedge fund, private equity fund or other collective investment vehicle managed by a Manager;
  • “Qualified Investor” means persons who have represented to Allocator during their Registration (and based on the presented regulatory articles) that they meet respective local accreditation requirements and are (i) in the case of persons from the European Union, a “professional investor” or a “qualified investor”, (ii) in the case of U.S. persons, an “accredited investor” or a “qualified purchaser”; or (iii) in the case of persons not falling under (i) or (ii) above, professional or other sophisticated investors or prospective investors to whom Allocator may lawfully provide its services according to local regulations;
  • “User” or “You” means the individual described as such during Registration who has been granted access to Allocator and is the Qualified Investor’s or Manager’s duly appointed representative;

General:

The Allocator Platform and the Services are only available to Users and Entities who are (1) Qualified Investors, (2) Funds and their service providers, or (3) who are consultants, investment advisers or other agents acting solely on behalf of Qualified Investors or to the extent permitted under applicable laws. It is your responsibility to be aware of the applicable laws and regulations of your country of residence. Qualified Investors agree not to subscribe to any funds profiled on the site within 30 days of becoming a member, unless they already have a relationship with the Investment Manager and/or have previously started the investment process; and Investment Managers agree not to permit any investors to subscribe to their fund(s) in less than 30 days if the first connection between a member of their firm and that investor was made via Allocator. Funds and Managers are not offering any investment service or product by means of the Service but may provide information through the Allocator Platform for information purposes to investors and prospective investors. The information contained on this website should not be construed as financial or investment advice on any subject matter. Allocator does not warrant the accuracy of the information provided on the platform or in any linked site, either expressly or impliedly, for any particular purpose and expressly disclaims any warranties of merchantability or fitness for a particular purpose.

The Service is for the User’s personal and informational purposes only and does not constitute nor should it be construed as a solicitation or offer, or recommendation to acquire or dispose of any investment or to engage in any other transaction, or advice of any nature whatsoever.

The Information is subject to change without notice. Nothing in the Information or Services constitutes, nor should it be construed as, investment, legal, tax or other advice.

By using the Services, the User agrees to not claim any liability against or seek compensation from Allocator for any decisions that are made or elected not to be made through directly or indirectly using the Services.

By accessing and/or using the Services, you acknowledge that you have read, understood and agree to abide by the terms contained herein. Acceptance takes effect immediately upon first use of the Services. Your compliance with these Terms and Conditions is a prerequisite to your right to access the Services. Breach of these Terms and Conditions will immediately and automatically, without any notice or other action, revoke and terminate your right to access the Services and you will be fully liable for any loss, damages, liabilities and other causes arising directly or indirectly from or relating to your continued use of the Services after such breach.

HedgePo Limited (operating as Allocator), reserves the right to amend and update these Terms and Conditions at any time without prior notice to you by posting changes on the Website. You acknowledge that your continued use of the Services after any such amendment constitutes acceptance of such revised Terms and Conditions.

The failure of Allocator to exercise or enforce any right or provision of these Terms of Use will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms of Use will be effective only if in writing and signed by Allocator.

This Agreement is governed by, and is to be construed in accordance with, English law. The Courts of the England will have non-exclusive jurisdiction to deal with any dispute which has arisen or may arise out of, or in connection with, this Agreement.

By logging in, you indicate your acceptance of these terms and conditions and confirm that you are a Qualified Investor and under the applicable laws are able to use the services and receive the Information provided by the platform. If you are a consultant, investment adviser or other agent, that you act only on behalf of such persons or on behalf of funds and managers that are able to use the services and receive the Information under the applicable laws. Such acceptance is on your behalf and on behalf of any entity that employs you and/or that you represent in connection with your use of the service. If you do not accept these terms and conditions and/or do not have permission to use the service directly or on behalf of the entity that you represent, you should cease use of the service immediately.

You hereby agree to indemnify and hold harmless Allocator from any damage, loss, cost or liability (including but not limited to legal fees, expert witness fees and costs of legal research) arising out of the use of Allocator and any associated Service.

This agreement constitutes the whole agreement between the parties and supersedes all previous agreements between the parties. Each party acknowledges that, in entering into this agreement it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warrant (whether made negligently or innocently) other than as expressly set out in this agreement.

If a Clause of this Agreement is determined by any court or other competent authority to be unlawful and/or unenforceable, the other Clauses of this Agreement will continue in effect.

License and Use of Information:

The User will agree not to:

  • publish, copy, share, resell, disclose, distribute or otherwise circulate any Information in any form to any third party;
  • amend, alter, disassembly, copy or duplicate the Services (in whole or in part) (or seek to do any of the aforementioned);
  • remove, delete or obstruct any of Allocator’s proprietary rights and interests in the Services and the Information;
  • download any Information onto computers, disks, media or other electronic devices other than temporary devices for printing purposes; in each case other than by virtue of the licence granted hereunder and in accordance with these Terms and Conditions or with the written consent of Allocator.

Allocator grants the User a limited, non-exclusive, non-transferable licence to access and utilise the Services and any Information solely for its own internal business purposes in accordance with these Terms and Conditions.

By using the Services, you acknowledge that breach of the aforementioned terms constitutes grounds for Allocator to immediately deny the User access to the Services and could result in liability for the User and/or compensation to Allocator.

In addition, the User hereby acknowledges that it is its responsibility to preserve the confidentiality of its username and password and undertakes to immediately inform Allocator should it suspect that a third party has knowledge of its username and/or password. In addition, the User shall immediately change its username and/or password and take all reasonable steps to preserve the confidentiality of its new username and/or password should its original username and/or password have been disclosed to a third party.

Services and Information are being provided with no warranty or representation of any kind. The User accordingly waives any representation (either express or implied) relating to the Services and/or Information and agrees that it uses the Services and Information at its own risk; Allocator shall not be liable for any loss or damage resulting (directly or indirectly) in any way from any misrepresentation, inaccuracies, delays, errors, omissions, errors, losses, claims, liabilities or other damages related or resulting from the use of the Services and/or Information;

Under no circumstances will Allocator be liable to the User or any other party for any direct, consequential, incidental, special, exemplary, punitive or other indirect damages, including but not limited to lost profits, lost data, trading losses, unauthorised access, internet failure, or damages that result from the use or loss of use of the Services, Information and/or Website, or any breach of these Terms and Conditions, regardless of whether or not Allocator has been advised of such damages or losses.

Any material downloaded to a User’s computer or other electronic system is done solely at the User’s own discretion and risk. The User agrees to indemnify and hold harmless Allocator, its members, directors and officers against any and all loss, liability, claim, damage and expense whatsoever (including all expenses reasonably incurred in investigating, preparing or defending against any claim whatsoever) arising out of or based upon any breach by the User of its obligations under this Agreement or any unauthorised disclosure of the Information by the User.

The licence allows the User the following rights in relation to the Information:

  • Access Manager information, as permitted by each individual Manager’s privacy policy.

Access Rights and Permissions:

Allocator, alongside Investment Managers have the ability to establish certain access rights and permissions for the Users who will be permitted to access and use the Service on their behalf. If you are using the Service as a User of a Business Entity, you agree that you shall not attempt to access any Information and/or Service features other than those to which you have been granted access by the Business Entity that you represent.

Furthermore, if you are using the Service as a User of a Business Entity, you acknowledge and agree that upon the termination or your employment relationship or consulting agreement with such Business Entity, any specific permissions and/or access rights granted by such Business Entity shall terminate. Each Business Entity and User agrees not to access, use, manipulate or share Information in violation of the permissions granted to such Business Entity and/or, as applicable, User, and not to use, manipulate or share Information in a manner that conflicts with the legends or restrictions appearing on such Information.

Information:

The Service contains Information that was uploaded or otherwise provided by its users, Investment Manager’s and/or third party providers (all such Information, collectively, the “Information”). Allocator does not endorse or approve the Information and makes all Information available to you only as a service and convenience. The Information has been prepared without reference to any particular person’s investment requirements or financial situation. Allocator and its third party providers do not guarantee the accuracy, timeliness, completeness or correct sequencing of any of the Information or warrant any results from your use or reliance on the Information.  You agree not to bring any claim or action in respect of any such information being false, inaccurate or misrepresented.

The Information may quickly become unreliable for various reasons including, for example, changes in market conditions or economic circumstances. Neither Allocator nor the third party providers are obligated to update any information or opinions contained in any of the Information. Allocator may discontinue offering any Information on the Service at any time without notice.

All performance data or comments expressed on, or made available through the Service are an indication of past performance. 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.

The names, images and logos identifying Allocator and its products, Services and Information are the proprietary marks of Allocator and accordingly, nothing herein shall be construed as conferring (explicitly or implicitly) any licence or right under any trademark or patent of Allocator.

Allocator agrees with the Investment Manager with respect to its Fund (i) not without the Investment Manager’s consent to disclose any of the Information or anything contained in the Fund Documents or Allocator Research to any person except Allocator Qualified Investors or as otherwise permitted under this Agreement; (ii) to safeguard carefully the confidentiality of, and to treat as confidential, the Information and Fund Documents in accordance with the provisions of this Agreement; and (iii) not without the Investment Manager’s consent to circulate Fund Documents to any person outside Allocator.

Investment Managers are responsible for managing their privacy and data settings themselves using the functionality provided on the Allocator Portal in order to elect which Qualified Investors can access their information. Investment Managers are able to permission their data to Allocator Qualified Investors accordingly to specific named Investors, types of Investor and geographical location of Investor as well as other categorisations.

The term “Information” does not include any information that is (i) already in the possession of Allocator prior to receipt from the Investment Manager; (ii) already in, or comes into, the public domain other than as a result of disclosure by Allocator; (iii) at any time obtained or developed independently by Allocator; (iv) aggregated and anonymised; or (v) at any time lawfully received from a third party who is free to disclose such information.

Any Entity which uploads Information to the Allocator platform must not knowingly introduce viruses, trojans, worms, or other material which is malicious or technologically harmful and should, to the best of their efforts, attempt to ensure all Information uploaded is safe and free of malicious code.

Allocator will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Website or to your downloading of any material posted on them, or on any website linked to them.

Notwithstanding anything in this Agreement to the contrary, Allocator will be permitted to disclose the Information, if disclosure or announcement of any Information is required by law, rule, regulation, subpoena, court order or any similar judicial process, or by any applicable governmental agency, stock exchange or other regulatory authority (including any self-regulatory organization having or claiming to have jurisdiction).

Allocator is granted a perpetual right from the Investment Manager to use any Information and Fund Documents which are in Allocator’s possession and/or control in accordance with this Agreement.

Third Party Links, Licences and Disclaimers:

In using the Service, you acknowledge that by accessing certain links that are available on the Website, you may be directed to other websites. Allocator has not reviewed any of these other websites and accordingly, neither endorses such websites nor assumes any responsibility or liability in respect of any Information, services, products or other items referenced on such websites.

Allocator may also provide access to Information, including indices, databases and data provider that require separate license agreements (all such providers, collectively, the “Third Party Licensers”) to make their data available on Allocator. Each Third Party Licenser may request to accept additional terms and conditions. Additional disclaimers may become part of these Terms of Use if required by a Third Party Licenser or Allocator.

Payment:

Any User or Business Entity that purchases any services that Allocator offers for a fee, either on a one-time or subscription basis, agrees to Allocator storing their payment card information. They also agree to pay the applicable fees as they become due plus all related taxes, and to reimburse Allocator for all collection costs and interest for any overdue amounts. Their obligation to pay fees continues through the end of the subscription period during which they cancel their subscription. Account Administrators may cancel their Accounts contacting Allocator at admin@allocator.com. Allocator does not offer refunds on any fees and charges – including partially used periods.

Data Protection and Privacy:

The User acknowledges that in order to provide the Services, Allocator is required to maintain a database of User information and, in using the Services, the User agrees to allow Allocator to collate and use information pertaining to the User.

The User also acknowledges that certain features of the Services store information in “cookies” and in using the Services, you consent to those cookies being set. More details are available in our Privacy Policy.

Any use of the Services and/or the Information is governed by our Privacy Policy. Your use of the Services and/or the Information constitutes your confirmation that you have read and accepted the Privacy Policy.

Website Maintenance:

The Investment Manager and User acknowledge that they may not have access to Allocator at all times and that Allocator may, without prior notice, have to de-activate Allocator periodically to carry out system maintenance or repairs.

Allocator may also, with or without advance notice, suspend or terminate the Investment Manager’s or the User’s access to Allocator and/or the ability to upload or edit Information or upload Fund Documents if (i) Allocator forms the reasonable opinion that such action is appropriate because of the Investment Manager’s or User’s inappropriate use of Allocator; or (ii) the relevant Fund or Manager so requests. Allocator reserves the right to modify, suspend, cancel, expand or reduce all or any part of Allocator for any reason whatsoever and at any time with or without prior notice.