Terms of Use

Terms & Conditions

This Agreement sets forth the terms and conditions that apply to your access and use of the Internet Web site owned and operated by Principis Capital LLC, a New York limited liability company (“Principis”), and located at www.bankportal.principiscapital.com (hereby referred to as “The Site”). By using the site, you agree to be bound by the terms and conditions of this Agreement and Principis’ Privacy Policy, as they may be amended from time to time in the future (see “Modifications” below).

 PROVIDE ACCURATE INFORMATION

You, the end user, agree to provide true, accurate, current and complete information about yourself and your accounts maintained at other web sites and you agree to not misrepresent your identity or your account information. You agree to keep your account information up to date and accurate.

 PROPRIETARY RIGHTS

You are permitted to use content delivered to you through the service only on the service. You may not copy, reproduce, distribute, or create derivative works from this content. Further, you agree not to reverse engineer or reverse compile any of the service technology, including but not limited to, any Java applets associated with the service.

CONTENT YOU PROVIDE

You are licensing to Principis and its service providers, including Yodlee, Inc. (“Yodlee”), any information, data, passwords, materials or other content (collectively, “Content”) you provide through or to the service. Principis and Yodlee may use, modify, display, distribute and create new material using such Content to provide the service to you. By submitting Content, you automatically agree, or promise that the owner of such Content has expressly agreed that, without any particular time limit, and without the payment of any fees, Principis and Yodlee may use the Content for the purposes set out above. As between Principis and Yodlee, Principis owns your confidential account information.

 

THIRD PARTY ACCOUNTS

By using the service, you authorize Principis and Yodlee to access third party sites designated by you, on your behalf, to retrieve information requested by you, and to register for accounts requested by you. For all purposes hereof, you hereby grant Principis and Yodlee a limited power of attorney, and you hereby appoint Principis and Yodlee as your true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for you and in your name, place and stead, in any and all capacities, to access third party internet sites, servers or documents, retrieve information, and use your information, all as described above, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with such activities, as fully to all intents and purposes as you might or could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN PRINCIPIS OR YODLEE ACCESSES AND RETRIEVES INFORMATION FROM THIRD PARTY SITES, PRINCIPIS AND YODLEE ARE ACTING AS YOUR AGENT, AND NOT THE AGENT OR ON BEHALF OF THE THIRD PARTY. You agree that third party account providers shall be entitled to rely on the foregoing authorization, agency and power of attorney granted by you. You understand and agree that the service is not endorsed or sponsored by any third party account providers accessible through the service.

 

DISCLAIMER OF REPRESENTATIONS AND WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT: YOUR USE OF THE SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. PRINCIPIS AND YODLEE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND AS TO THE SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. PRINCIPIS AND YODLEE MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, OR (V) ANY ERRORS IN THE TECHNOLOGY WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM PRINCIPIS OR YODLEE THROUGH OR FROM THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

LIMITATION OF LIABILITY

YOU AGREE THAT NEITHER PRINCIPIS OR YODLEE NOR ANY OF THEIR AFFILIATES, ACCOUNT PROVIDERS OR ANY OF THEIR AFFILIATES WILL BE LIABLE FOR ANY HARMS, WHICH LAWYERS AND COURTS OFTEN CALL DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, EVEN IF PRINCIPIS OR YODLEE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF GETTING SUBSTITUTE GOODS AND SERVICES, (iii) ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE SERVICE; (iv) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (v) STATEMENTS OR CONDUCT OF ANYONE ON THE SERVICE; (vi) THE USE, INABILITY TO USE, UNAUTHORIZED USE, PERFORMANCE OR NON-PERFORMANCE OF ANY THIRD PARTY ACCOUNT PROVIDER SITE, EVEN IF THE PROVIDER HAS BEEN ADVISED PREVIOUSLY OF THE POSSIBILITY OF SUCH DAMAGES; OR (vii) ANY OTHER MATTER RELATING TO THE SERVICE.

 

INDEMNIFICATION

You agree to protect and fully compensate Principis and Yodlee and their affiliates from any and all third party claims, liability, damages, expenses and costs (including, but not limited to, reasonable attorneys fees) caused by or arising from your use of the service, your violation of these terms or your infringement, or infringement by any other user of your account, of any intellectual property or other right of anyone. You agree that Yodlee is a third party beneficiary of the above provisions, with all rights to enforce such provisions as if Yodlee were a party to this Agreement.

ACCEPTING THE TERMS

By using the information, tools, features and functionality located on the site, you agree to be bound by this Agreement, whether you are a “Visitor” (which means that you simply browse the site) or you are a “Client” (which means that you have registered with Principis). The term “you” or “User” refers to a Visitor or a Client. If you wish to become a Client, communicate with other Clients and make use of the Service, you must read this Agreement and indicate your acceptance during the Registration or Client Engagement process.

You may not use the Service and you may not accept this Agreement if you are not of a legal age to form a binding contract with Principis.

If you accept this Agreement, you represent that you have the capacity to be bound by it or if you are acting on behalf of a company or entity that you have the authority to bind such entity. Before you continue, you should print or save a local copy of this Agreement for your records.

PRIVACY AND YOUR PERSONAL INFORMATION

For information about Principis’ data protection practices, please read Principis’ Privacy Policy, which is hereby incorporated into this Agreement. This policy explains how Principis treats your personal information when you access www.bankportal.principiscapital.com and use the Service. The policy may be updated from time to time at our discretion. Changes will be effective upon posting to the site.

YOUR USE OF THE SERVICE

Your right to access and use www.bankportal.principiscapital.com and the Service is personal to you and is not transferable by you to any other person or entity. You are only entitled to access and use the site for lawful purposes

Your access and use of www.bankportal.principiscapital.com may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of www.bankportal.principiscapital.com or other actions that Principis, in its sole discretion, may elect to take.

PRINCIPIS’ INTELLECTUAL PROPERTY RIGHTS

The contents of www.bankportal.principiscapital.com, including its “look and feel” (e.g., text, graphics, images, logos and button icons), photographs, editorial content, notices, software (including html-based computer programs) and other material are protected under both United States and other applicable copyright, trademark and other laws. The contents of www.bankportal.principiscapital.com belong or are licensed to Principis or its software or content suppliers. Principis grants you the right to view and use the site subject to these terms. You may download or print a copy of information provided on the site for your personal, internal and non-commercial use only. Any distribution, reprint or electronic reproduction of any content from the site in whole or in part for any other purpose is expressly prohibited without our prior written consent.

ACCESS AND INTERFERENCE

You agree that you will not:

Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the site or any portion of the site, without Principis’ express written consent, which may be withheld in Principis’ sole discretion;

Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the site, other than the search engines and search agents available through the Service and other than generally available third-party web browsers (such as Microsoft Explorer);

Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of www.bankportal.principiscapital.com or the Service; or

Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of www.bankportal.principiscapital.com or the Service.

MODIFICATIONS

Principis may modify this Agreement from time to time. Any and all changes to this Agreement will be posted on the www.bankportal.principiscapital.com site. In addition, the Agreement will always indicate the date it was last revised. You are deemed to accept and agree to be bound by any changes to the Agreement when you use the Service after those changes are posted 

GOVERNING LAW AND FORUM FOR DISPUTES

This Agreement, and your relationship with Principis under this Agreement, shall be governed by the laws of the State of New York without regard to its conflict or choice of law provisions. Any dispute with Principis, or its officers, directors, employees, agents or affiliates, arising under or in relation to this Agreement shall be resolved exclusively through the small-claims court of the Superior Court of California, except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case Principis may seek such relief in any court with jurisdiction over the parties. You understand that, in return for agreement to this provision, Principis is able to offer the Service at the terms designated and that your assent to this provision is an indispensable consideration to this Agreement.

You also acknowledge and understand that, with respect to any dispute with Principis, its officers, directors, employees, agents or affiliates, arising out of or relating to your use of the Service or this Agreement:

YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and

YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.

MISCELLANEOUS

If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole shall not be deemed unlawful, void or

unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable shall be stricken from this Agreement.

You agree that if Principis does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which Principis has the benefit of under any applicable law), this will not be taken to be a formal waiver of Principis’ rights and that those rights or remedies will still be available to Principis.

All covenants, agreements, representations and warranties made in this Agreement shall survive your acceptance of this Agreement and the termination of this Agreement.

This Agreement represents the entire understanding and agreement between you and Principis regarding the subject matter of the same, and supersedes all other previous agreements.

Principis Capital LLC, Last updated 8-15-2013.