YOU ACKNOWLEDGE AND AGREE THAT THESE TERMS LIMIT OUR LIABILITY AND THAT YOU ARE RELEASING US FROM VARIOUS CLAIMS IN SECTION 2 BELOW. THESE TERMS ALSO CONTAIN A BINDING ARBITRATION PROVISION IN SECTION 7 THAT AFFECTS YOUR RIGHTS UNDER THESE TERMS WITH RESPECT TO THE WEBSITE.
1. Using our Website
This Website is provided for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any security, future, option, or other financial instrument that may be referenced herein. Nothing contained on this Website is intended to be or should be construed as legal, tax, or investment advice. Though Glenmede sponsors this Website, it does not necessarily endorse the views expressed by the site’s authors, nor does Glenmede offer all of the types of products or approaches which may be discussed on this site.
From this site, you are able to link to websites belonging to and operated by third parties, and which are located on other servers (“Third Party Sites”). We have no control over the nature, content, and availability of any Third Party Sites. In addition, the inclusion of any links to Third Party Sites on our website does not necessarily imply a recommendation or endorsement of the views expressed within any Third-Party Sites.
In connection with your use of the Website, Glenmede may send you newsletters and event invitations. You may opt out of receiving our newsletters and event invitations by clicking on the “unsubscribe” link in the e-mails. Please be aware that there may be a brief period before we are able to process your opt-out.
If you submit feedback or suggestions about our Website, you agree that we may use your feedback or suggestions without obligation to you.
2. Limitations and Release
The information provided on this Website is provided for informational purposes only. We reserve the right to make changes and corrections to the Website at any time, without notice.
Glenmede does not warrant, represent or make any specific promises, either expressly or impliedly, about this Website, or the accuracy, timeliness, or completeness of the information, text, graphics, links, or other content contained on this Website. To the maximum extent permitted by law, we disclaim all warranties, including warranties of merchantability, fitness for a particular purpose, and freedom from defects. We also do not make any warranties or commitment relating to non-infringement, freedom from viruses or other harmful code, or error-free or uninterrupted operation of the Website. This Website, and the information on this Website, is provided strictly “as-is”, and without any representations or warranties, whether express or implied.
TO THE EXTENT NOT PROHIBITED BY LAW, GLENMEDE (AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS) WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES, OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES. TO THE EXTENT NOT PROHIBITED BY LAW, THE TOTAL LIABILITY OF GLENMEDE (AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS) FOR ANY AND ALL CLAIMS UNDER THESE TERMS OR RELATING TO YOUR USE OF THE WEBSITE (INCLUDING ANY IMPLIED WARRANTIES) IS LIMITED TO THE AMOUNT YOU PAID US TO USE THE WEBSITE. IN ALL CASES RELATING TO PROVIDING YOU THE WEBSITE, GLENMEDE (AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS) WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE OR THAT IS DUE TO EVENTS OUTSIDE OF OUR REASONABLE CONTROL.
Decisions based on information contained herein are your sole responsibility. You hereby agree to indemnify, defend, and hold harmless Glenmede, its affiliated companies, and its and their predecessors, successors, and assigns, and its and their respective directors, officers, employees, agents, representatives, partners, and contractors from and against all claims, losses, expenses, damages and costs (including, but not limited to, reasonable attorneys’ fees), resulting from or arising out of your actual or alleged breach of these terms or your use or misuse of the Website. However, you will not be responsible for claims, damages, and costs which are found by a court of competent jurisdiction to have arisen solely from our willful misconduct or violation of applicable law.
YOU AND YOUR HEIRS, SUCCESSORS, AND ASSIGNS HEREBY FOREVER IRREVOCABLY RELEASE, DISCHARGE, AND HOLD HARMLESS US, OUR AFFILIATES, AND OUR AND THEIR SUCCESSORS AND ASSIGNS, AND OUR AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS (COLLECTIVELY, “RELEASED PARTIES”) FROM, AND AGREE NOT TO SUE ANY RELEASED PARTY FOR, ANY LIABILITIES, CLAIMS, OBLIGATIONS, SUITS, ACTIONS, DEMANDS, EXPENSES, AND DAMAGES WHATSOEVER (COLLECTIVELY, “LIABILITIES”) THAT YOU MAY HAVE AGAINST ANY RELEASED PARTY WHETHER EXISTING NOW OR IN THE FUTURE, WHETHER KNOWN OR UNKNOWN, ARISING OUT OF OR IN CONNECTION WITH YOUR OR A THIRD PARTY’S CONDUCT RELATED TO USE OF THE WEBSITE. YOU UNDERSTAND AND ACKNOWLEDGE THAT THE FOREGOING SENTENCE RELEASES AND DISCHARGES ALL LIABILITIES, WHETHER OR NOT THEY ARE CURRENTLY KNOWN TO YOU, AND YOU WAIVE YOUR RIGHTS UNDER CALIFORNIA CIVIL CODE SECTION 1542. YOU UNDERSTAND THE MEANING OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH READS AS FOLLOWS: “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.” BY AGREEING TO THESE TERMS AND THIS WAIVER, YOU ASSUME ALL RISK ARISING FROM YET UNKNOWN CLAIMS.
3. Trademark and Copyrights
All trademarks, service marks, trade names, and logos displayed on this Website, including the Impactivate® name and logo, are the valuable intellectual property of Glenmede, except as may be explicitly noted below under Ownership of Third Party Materials. Nothing contained on the Website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark displayed on this Website without the written permission of Glenmede (or such third party that may own the trademarks noted below). Your use of any of these trademarks, except as expressly authorized herein, is strictly prohibited.
Images and other content displayed on this Website (“Content”) are either the property of, or used with permission by, Glenmede. The use of Content by you, or anyone else directed or allowed by you to access this Website, is prohibited unless expressly authorized herein. Using our Website does not give you ownership of any intellectual property rights in our Content. Any unauthorized use of our Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and/or communications regulations and statutes. If you are expressly permitted by us to download any Content from this Website, you agree that you will not copy it or remove or obscure any copyright or other legal notices or legends contained in any such Content.
4. Ownership of Third-Party Materials
Adobe®, Acrobat®, Acrobat® Reader, and the Acrobat logo are trademarks of Adobe Systems Incorporated. Microsoft® and Internet Explorer® are trademarks of Microsoft Corporation. Netscape Navigator® is a trademark of Netscape Communications. Standard & Poor’s®, S&P®, Standard & Poor’s 500®, S&P 500®, are trademarks of The McGraw-Hill Companies, Inc.
5. INTELLECTUAL PROPERTY PROTECTION
As we ask others to respect our intellectual property rights, we respect the intellectual property rights of others. If you are a copyright owner or its agent and believe that any content residing on or accessible through the Website infringes upon your copyrights, you may submit a notification under the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent (the “Designated Agent”) with the following information in writing (see 17 U.S.C § 512(c)(3) for further detail):
• Identification of the work or material being infringed.
• Identification of the material that is claimed to be infringing, including its location, with sufficient detail so that we are capable of finding it and verifying its existence.
• Contact information for the notifying party (the “Notifying Party”), including name, address, telephone number, and email address.
• A statement that the Notifying Party has a good faith belief that the material is not authorized by the copyright owner, its agent, or law.
• A statement made under penalty of perjury that the information provided in the notice is accurate and that the Notifying Party is authorized to make the complaint on behalf of the copyright owner.
• A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed.
The contact information for our Designated Agent is:
The Glenmede Trust Company, N.A.
Attention: Copyright Agent
1650 Market Street, Suite 1200
Philadelphia, Pennsylvania 19103
If you believe that any of your intellectual property rights other than copyrights have been infringed, please e-mail us at email@example.com.
6. Jurisdiction and Governing Law
The information provided on this Website is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to applicable law or regulation, or which would subject Glenmede or its affiliates to any registration or similar requirement within such jurisdiction or country.
These terms are governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to the conflict of laws rules thereof, and the laws of the United States.
7. Binding Arbitration
Without limiting your waiver and release above, you agree to the following:
a. Purpose. Any and all Disputes (as defined below) involving you and Glenmede will be resolved through individual arbitration. In arbitration, there is no judge or jury and there is less discovery and appellate review than in court. This Section 7 (the “Arbitration Provision”) shall be broadly interpreted. Notwithstanding anything to the contrary in these Terms, this Section 7 does not apply to an action by either party to enjoin the infringement or misuse of its intellectual property rights, including copyright, trademark, patent or trade secret rights.
b. Definitions. The term “Dispute” means any claim or controversy related to the Website, including but not limited to any and all: (1) claims for relief and theories of liability, whether based in contract, tort, fraud, negligence, statute, regulation, ordinance, or otherwise; (2) claims that arose before these terms or any prior agreement; (3) claims that arise after the expiration or termination of these terms; and (4) claims that are currently the subject of purported class action litigation in which you are not a member of a certified class. As used in this Arbitration Provision, “Glenmede” means Glenmede and any of its predecessors, successors, assigns, parents, subsidiaries and affiliated companies and each of their respective officers, directors, employees and agents, and “you” means you and any users or beneficiaries of your access to the Website.
c. Initiation of Arbitration Proceeding/Selection of Arbitrator. The party initiating the arbitration proceeding may open a case with JAMS, formerly Judicial Arbitration and Mediation Services, Inc., (“JAMS”) by visiting its Website (www.jamsadr.com) or calling its toll-free number (1-800-352-5267). You may deliver any required or desired notice to Glenmede by mail to 1650 Market Street, Suite 1200, Philadelphia, Pennsylvania 19103, Attention: General Counsel.
d. Right to Sue in Small Claims Court. Notwithstanding anything in this Arbitration Provision to the contrary, either you or Glenmede may bring an individual action in a small claims court in the area where you access the Website if the claim is not aggregated with the claim of any other person and if the amount in controversy is properly within the jurisdiction of the small claims court.
e. Arbitration Procedures. This Arbitration Provision shall be governed by the Federal Arbitration Act. Arbitrations shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures Streamlined Arbitration Rules and Procedures (the “JAMS Rules”) as modified by the version of this Arbitration Provision that is in effect when you notify Glenmede about your Dispute. You can obtain the JAMS Rules from the JAMS by visiting its website (www.jamsadr.com) or calling its toll-free number (1-800-352-5267). If there is a conflict between this Arbitration Provision and the rest of these Terms, this Arbitration Provision shall govern. If there is a conflict between this Arbitration Provision and the JAMS rules, this Arbitration Provision shall govern. If JAMS will not administer a proceeding under this Arbitration Provision as written, the parties shall agree on a substitute arbitration organization. If the parties cannot agree, the parties shall mutually petition a court of appropriate jurisdiction to appoint an arbitration organization that will administer a proceeding under this Arbitration Provision as written applying the JAMS Rules. A single arbitrator will resolve the Dispute. Unless you and Glenmede agree otherwise, any arbitration hearing will take place in Philadelphia, PA. The arbitrator will honor claims of privilege recognized by law and will take reasonable steps to protect customer account information and other confidential or proprietary information. The arbitrator shall issue a reasoned written decision that explains the arbitrator’s essential findings and conclusions. The arbitrator’s award may be entered in any court having jurisdiction over the parties only if necessary for purposes of enforcing the arbitrator’s award. An arbitrator’s award that has been fully satisfied shall not be entered in any court.
f. Waiver of Class Actions and Collective Relief. THERE SHALL BE NO RIGHT OR AUTHORITY FOR ANY CLAIMS TO BE ARBITRATED OR LITIGATED ON A CLASS ACTION, JOINT OR CONSOLIDATED BASIS, OR ON BASES INVOLVING CLAIMS BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC (SUCH AS A PRIVATE ATTORNEY GENERAL), OTHER USERS, OR OTHER PERSONS. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT INDIVIDUAL PARTY’S CLAIM. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.
g. Arbitration Fees and Costs. If your claim seeks more than $75,000 in the aggregate, the payment of the JAMS fees and costs will be governed by the JAMS Rules. If your claims seek less than $75,000 in the aggregate, the payment of the JAMS fees and costs will be Glenmede’s responsibility. However, if the arbitrator finds that your Dispute was frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), the payment of the JAMS fees and costs shall be governed by the JAMS Rules and you shall reimburse Glenmede for all fees and costs that were your obligation to pay under the JAMS Rules. You may hire an attorney to represent you in arbitration. You are responsible for your attorneys’ fees and additional costs and may only recover your attorneys’ fees and costs in the arbitration to the extent that you could in court if the arbitration is decided in your favor. Notwithstanding anything in this Arbitration Provision to the contrary, Glenmede will pay all fees and costs that it is required by law to pay.
h. Severability and Waiver of Jury Trial. If any part of subsection (f) of this Arbitration Provision is found to be illegal or unenforceable, the entire Arbitration provision will be unenforceable and the Dispute will be decided by a court. WHETHER IN COURT OR IN ARBITRATION, YOU AND GLENMEDE AGREE TO WAIVE THE RIGHT TO A TRIAL BY JURY TO THE FULLEST EXTENT ALLOWED BY LAW. If any other clause in this Arbitration Provision is found to be illegal or unenforceable, that clause will be
severed from this Arbitration Provision and the remainder of this Arbitration Provision will be given full force and effect.
i. Continuation. This Arbitration Provision will survive the termination or expiration of these Terms.
8. About these Terms
For information about how to contact Glenmede, please visit our Contact Us page.
9. Regulatory Disclaimer
Securities (including shares of mutual funds), alternative investments, and other investment products are not bank deposits and are not insured by the FDIC or any other agency of the United States, nor are they obligations of, or insured or guaranteed by, any entity affiliated with this Website, its subsidiaries, or affiliates. Securities (including shares of mutual funds) and other investments involve investment risks, including the possible loss of value. The information and materials contained in this Website, and the terms of the access to and use of such information and materials, are subject to change without notice.
The securities, strategies, or financial instruments mentioned here may not be suitable or appropriate for all investors or available in all geographical areas. Your particular needs, investment objectives, and financial situation were not taken into account in the preparation of this Website. You must make your own independent decisions regarding any securities or financial instruments mentioned herein. The fact that Glenmede has made available to you investment opinions and other information on this Website is not a representation that any idea mentioned here is suitable or appropriate for you. You must consider whether an investment strategy or the purchase or sale of any product is appropriate for you in the light of your particular investment needs, objectives, and financial circumstances.
Effective Date: 2/26/2018