Terms of Use

ALPHACLONE LLC (“ALPHACLONE”, “WE” OR “US”) Terms of Use.

THE TERMS AND CONDITIONS SET FORTH BELOW (THE “TERMS”) GOVERN YOUR USE OF THIS SITE ON THE WORLD WIDE WEB. THESE TERMS ARE A LEGAL CONTRACT BETWEEN YOU AND ALPHACLONE AND GOVERN YOUR ACCESS TO, AND USE OF, THE ALPHACLONE WEBSITE LOCATED AT THE URL: WWW.ALPHACLONE.COM, TOGETHER WITH THE SERVICES AVAILABLE THROUGH THIS SITE (THE “SITE”). IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, DO NOT ACCESS OR OTHERWISE USE THIS SITE OR ANY INFORMATION CONTAINED ON THIS SITE. YOUR USE OF THIS SITE SHALL BE DEEMED TO BE YOUR AGREEMENT TO ABIDE BY EACH OF THE TERMS SET FORTH BELOW. ALPHACLONE MAY MAKE CHANGES TO THE CONTENT AND SERVICES OFFERED ON THIS SITE AT ANY TIME. ALPHACLONE CAN CHANGE THESE TERMS AT ANY TIME BY POSTING UPDATED TERMS OF USE ON THIS SITE AND BY POSTING NOTICE OF THE CHANGE SO IT IS VISIBLE WHEN USERS LOG-ON FOR THE FIRST TIME AFTER THE CHANGE IS POSTED AND/OR SENDING REGISTERED USERS AN EMAIL NOTICE OF THE CHANGES. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOU SHALL CEASE USING THIS SITE. IF YOU DO NOT CEASE USING THIS SITE, YOU WILL BE CONCLUSIVELY DEEMED TO HAVE ACCEPTED THE CHANGE.

General Use Restrictions

AlphaClone provides content and services through this Site. Certain information, documents, products and services provided on and through this Site, including content, logos, graphics and images (together, the “Materials”) that are not Submissions (as defined below) are provided to you by AlphaClone and are the copyrighted and/or trademarked work of AlphaClone or AlphaClone’s contributors.

AlphaClone grants you a limited, personal, non-exclusive and non-transferable license to use and to display and to make one copy of the Materials and to use the services, this Site solely for your personal use. Except for the license set forth in the preceding sentence above, you acknowledge and agree that you have no right to modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of the Materials in any manner.

This limited license terminates automatically, without notice to you, if you breach any of these Terms. Upon termination of these limited licenses, you agree to immediately destroy any downloaded or printed Materials. Except as stated herein, you acknowledge that you have no right, title or interest in or to this Site or any Materials.

Password Restricted Areas of this Site

You may need a password to login to this Site and to use certain functions and areas within this Site. You are responsible for maintaining the confidentiality of your password and account, and agree to notify AlphaClone if your password is lost, stolen, or disclosed to an unauthorized third party, or otherwise may have been compromised. You are responsible for all activities that occur under your account. You agree to immediately notify AlphaClone of any unauthorized use of your account or any other breach of security in relation to this Site known to you.

Not Investment, Legal, Accounting or Regulatory Advice

None of the information provided on this Site may be construed as investment advice or a recommendation to purchase or sell any security or securities. Investment advice may be obtained from AlphaClone only by persons who meet its suitability standards who enter into a written investment advisory agreement which may be found by clicking the “Client Agreement” link located in the footer navigation of AlphaClone's website located at http://alphaclone.com. The information found on this Site also does not constitute accounting, tax, legal or regulatory advice. The ultimate responsibility for the decision on the appropriate application of accounting, tax, legal and regulatory treatment rests with you and your accountants, tax and regulatory counsel.

The information provided herein comes from what AlphaClone believes to be reliable sources. AlphaClone, however, makes no representations as to its reliability or accuracy, and you should undertake independent analysis to ensure the accuracy of the information. Past performance is not necessarily indicative of future results.

Electronic Communications

By using the Site and/or the services provided on or through the Site, you consent to receiving electronic communications from AlphaClone. These electronic communications may include notices about applicable fees and charges and other information concerning or related to the Site and/or services provided on or through the Site. These electronic communications are part of your relationship with AlphaClone. You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.

Privacy Policy

Your use of this Site is governed by the AlphaClone Privacy Policy (the “AlphaClone Privacy Policy”).

Third Party Content

Certain information and other content that are not Submissions may be provided by third party licensors and suppliers to AlphaClone (“Third Party Content”). The Third Party Content is, in each case, the copyrighted and/or trademarked work of the creator/licensor. You agree to only display the Third Party Content on your personal computer solely for your personal use. You acknowledge and agree that you have no right to download, cache, reproduce, modify, display (except as set forth in this paragraph), edit, alter or enhance any of the Third Party Content in any manner unless you have permission from the owner of the Third Party Content. AlphaClone DISCLAIMS ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES AND CONDITIONS WITH REGARD TO THIRD PARTY CONTENT, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

Links to Third Party Sites

This Site may be linked to other sites that are not AlphaClone sites. AlphaClone is providing these links to you only as a convenience, and AlphaClone is not responsible for such linked sites, including, without limitation, the content or links displayed on such sites. Such links do not constitute an endorsement by AlphaClone of those third party sites. You acknowledge that Your use of any third party site is subject to the terms of use and privacy policies located on the linked to third party sites.

Submissions

You acknowledge that you are responsible for the information, opinions, messages, comments, photos, videos, graphics, sounds and other content or material that you submit, upload, post or otherwise make available on or through the Site (each a “Submission”) and through the services available in connection with this Site, and that you, and not AlphaClone, have full responsibility for each such Submission you make, including its legality, reliability, appropriateness, and trademark and copyright ownership. Unless otherwise explicitly stated herein or in the AlphaClone Privacy Policy, you agree that any Submission provided by you in connection with this Site is provided on a non-proprietary and non-confidential basis. You hereby assign, transfer and convey to AlphaClone all your worldwide right, title and interest in and to your Submissions, and the complete right to exploit or otherwise use the Submissions or any portion thereof, in any form of medium, expression or technology now known or hereafter known or developed, and all contract and licensing rights. However, AlphaClone agrees to use all of your Submissions in accordance with AlphaClone’s Privacy Policy applicable to personally identifiable information.

You further agree that you will not upload, post or otherwise make available on this Site any material protected by copyright, trademark, or any other proprietary right without the express permission of the owner of such copyright, trademark or other proprietary right owned by a third party, and the burden of determining whether any material is protected by any such right is on you. You shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, proprietary rights, or any other harm resulting from any Submission that you make.

You represent and warrant that: (i) you own all Submissions posted by you on or through this Site or otherwise have the right to grant the ownership to AlphaClone set forth in this section, and (ii) the posting of your Submissions on or through this Site does not violate the privacy rights, publicity rights, trademark rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, damages and any other monies owing any person by reason of any Submissions posted by you to or through this Site.

When submitting Submissions to or otherwise using this Site and/or the services, you agree not to, without limitation:
  • Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
  • Use racially, ethnically, or otherwise offensive language.
  • Discuss or incite illegal activity.
  • Use explicit/obscene language or solicit/post sexually explicit images (actual or simulated).
  • Post anything that exploits children or minors or that depicts cruelty to animals.
  • Post any copyrighted or trademarked materials without the express permission from the owner.
  • Disseminate any unsolicited or unauthorized advertising, promotional materials, ‘junk mail’, ‘spam’, ‘chain letters’, ‘pyramid schemes’, or any other form of such solicitation.
  • Use any robot, spider, scraper or other automated means to access the Site.
  • Take any action that imposes an unreasonable or disproportionately large load on our infrastructure.
  • Alter the opinions or comments posted by others on this Site.
This list of prohibitions provides examples and is not complete or exclusive. AlphaClone reserves the right to (a) terminate your access to your account, your ability to post to this Site (or the services) and (b) refuse, delete or remove any Submissions; with or without cause and with or without notice, for any reason or no reason, or for any action that AlphaClone determines is inappropriate or disruptive to this Site or to any other user of this Site and/or services. AlphaClone may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct. When legally required or at AlphaClone’s discretion, AlphaClone will cooperate with law enforcement agencies in any investigation of alleged illegal activity on this Site or on the Internet.

These prohibitions do not require AlphaClone to monitor, police or remove any Submissions or other information submitted by you or any other user.

Unauthorized Activities

Submissions and unauthorized use of any Materials or Third Party Content contained on this Site may violate certain laws and regulations. You agree to indemnify and hold AlphaClone and its officers, directors, employees, affiliates, agents, licensors, and business partners harmless from and against any and all costs, damages, liabilities, and expenses (including attorneys’ fees and costs of defense) AlphaClone or any other indemnified party suffers in relation to, arising from, or for the purpose of avoiding, any claim or demand from a third party that your use of this Site or the use of this Site by any person using your user name and/or password (including without limitation, your participation in the posting areas or, your Submissions) violates any applicable law or regulation, or the copyrights, trademark rights or other rights of any third party.

Proprietary Rights

AlphaClone is a trademark of AlphaClone in the United States. Other trademarks, names and logos on this Site are the property of their respective owners.

Unless otherwise specified in these Terms, all information and screens appearing on this Site, including documents, services, site design, text, graphics, logos, images and icons, as well as the arrangement thereof, are the sole property of AlphaClone, Copyright © [dates of creation] AlphaClone. All rights not expressly granted herein are reserved. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner or license.

Copyright and Trademark Infringements

Notification:

AlphaClone respects the intellectual property rights of others, and we ask you to do the same. AlphaClone may, in appropriate circumstances and at our discretion, terminate service and/or access to this Site for users who infringe the intellectual property rights of others. If you believe that your work is the subject of copyright infringement and/or trademark infringement and appears on our Site, please provide AlphaClone’s designated agent the following information:
  • A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
  • Identification of the copyrighted and/or trademarked work claimed to have been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works at that site.
  • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled at the Site, and information reasonably sufficient to permit AlphaClone to locate the material.
  • Information reasonably sufficient to permit AlphaClone to contact you as the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted.
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright and/or trademark owner, its agent, or the law.
  • A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
AlphaClone’s agent for notice of claims of copyright or trademark infringement on this Site can be reached as follows:

By mail:

AlphaClone LLC
Attn: Copyright Agent
One Market Street, Spear Tower
36th Floor
San Francisco, CA 94105

By e mail: copyright@alphaclone.com

Please also note that for copyright infringements under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

Indemnification

You agree to indemnify and hold AlphaClone, its officers, affiliates, agents, and employees harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of (1) Submissions you make, post, upload, transmit or otherwise make available through the Site, (2) your use of any service made available through the Site, (3) your violation of these Terms, or (4) your violation of any rights of another in connection with your use of any service made available through the Site.

Disclaimer of Warranties

Your use of this Site and/or the services is at your own risk. Neither the Materials, Submissions nor the Third Party Content have been verified or authenticated in whole or in part by AlphaClone, and they may include inaccuracies or typographical or other errors. AlphaClone does not warrant the accuracy of timeliness of the Materials, Submissions or the Third Party Content contained on this Site. AlphaClone has no liability for any errors or omissions in the Materials, Submissions and/or the Third Party Content, whether provided by AlphaClone or our licensors.

YOU EXPRESSLY AGREE THAT THE USE OF THE SITE AND THE SERVICES MADE AVAILABLE THROUGH THE SITE ARE AT YOUR SOLE RISK AND THAT ALPHACLONE WILL NOT BE LIABLE FOR LOSSES OF ANY KIND THAT YOU MAY INCUR BY PURCHASING OR SELLING STOCKS, FUNDS OR OTHER INVESTMENT VEHICLES BASED ON INFORMATION ON THE SITE. ALPHACLONE, FOR ITSELF AND ITS LICENSORS, MAKES NO EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES, OR GUARANTEES IN CONNECTION WITH THIS SITE, THE SERVICES, ANY MATERIALS, SUBMISSIONS OR THIRD PARTY CONTENT, RELATING TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS SITE, INCLUDING WITHOUT LIMITATION THE MATERIALS, THE THIRD PARTY CONTENT AND THE SUBMISSIONS OF OTHER USERS OF THIS SITE. UNLESS OTHERWISE EXPLICITLY STATED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS SITE, THE SERVICES, MATERIALS, THIRD PARTY CONTENT, SUBMISSIONS, AND ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS SITE IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” AND “WHERE-IS” BASIS WITH NO WARRANTY OF IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS. ALPHACLONE DOES NOT PROVIDE ANY WARRANTIES AGAINST VIRUSES, SPYWARE OR MALWARE THAT MAY BE INSTALLED ON YOUR COMPUTER.

Limitation of Liability

IN NO EVENT SHALL ALPHACLONE, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS OR LICENSORS BE LIABLE FOR LOSSES OF ANY KIND THAT YOU MAY INCUR BY PURCHASING OR SELLING STOCKS, FUNDS OR OTHER INVESTMENT VEHICLES BASED ON INFORMATION ON THE SITE. ALPHACLONE SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM YOUR DISPLAYING, COPYING, OR DOWNLOADING ANY MATERIALS, THIRD PARTY CONTENT OR SUBMISSIONS TO OR FROM THIS SITE. IN NO EVENT SHALL ALPHACLONE BE LIABLE TO YOU FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) HOWEVER ARISING, EVEN IF ALPHACLONE KNOWS THERE IS A POSSIBILITY OF SUCH DAMAGE.

ALPHACLONE’S AGGREGATE LIABILITY ARISING OUT OF THIS AGREEMENT, WHETHER BASED UPON WARRANTY, CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO ALPHACLONE IN THE TWELVE-MONTH PERIOD PRECEDING THE DATE OF THE CLAIM.

Local Laws; Export Control

AlphaClone controls and operates this Site from its headquarters in the United States of America and the Materials, Submissions and/or Third Party Content may not be appropriate or available for use in other locations. If you use this Site outside the United States of America, you are responsible for following applicable local laws.

Important Disclosures for Backtest Performance Results

Backtesting is the process of evaluating a core strategy by applying it to historical data. Backtested performance results are provided for purposes of illustrating historical performance had a core strategy had been available during the relevant period. Backtested performance results are hypothetical and have inherent limitations. AlphaClone makes no representation that any core strategy will achieve performance similar to any backtested performance results. Actual results could differ materially from backtested performance and future results could differ materially from backtested performance. Past performance is no indication or guarantee of future results.

Backtested performance results: (i) do not reflect the deduction of any management fees or trading commissions; (ii) are not based on actual trading and do not reflect any market impact of buying and selling securities, trade timing and security liquidity; (iii) are updated on a quarterly basis following the filing of public disclosure reports by certain hedge fund and institutional money managers; (iv) reflect the closing prices on the rebalance date; (v) reflect prices that are fully adjusted for dividends and corporate actions (e.g., stock splits); (vi) do not reflect any public disclosures filed after a rebalance date; (vii) reflect the historical results of securities which have been, been are no longer, publicly traded; and (viii) reflect the historical results of money managers who are no longer filing public disclosure reports.

AlphaClone does not represent that backtested performance information is accurate, complete or current, and AlphaClone has no liability with respect thereto. The AlphaClone core strategies are subject to change without notice and AlphaClone has no obligation to update you as to any such changes.

The information provided herein comes from what AlphaClone believes to be reliable sources. AlphaClone, however, makes no representations as to its reliability or accuracy, and you should undertake independent analysis to ensure the accuracy of the information

General

If you violate these Terms, AlphaClone may terminate and/or suspend your access to this Site without notice. AlphaClone prefers to advise you of your inappropriate behavior and to recommend any necessary corrective action. However, certain violations of these Terms, as determined by AlphaClone, may result in immediate termination of California state law and U.S. federal law, without regard to the choice or conflicts of law provisions, will govern these Terms. Any disputes relating to these Terms or this Site will be heard in the courts located in California. If any of these Terms is found to be inconsistent with applicable law, then such term shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. AlphaClone’s failure to enforce any of these Terms is not a waiver of such term. These Terms are the entire agreement between you and AlphaClone and supersede all prior or contemporaneous negotiations, discussions or agreements between you and AlphaClone about this Site. The proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitations of liability and general provisions shall survive any termination of these Terms.

Additional Terms for Research Services

If you choose to receive and use the stock research services and other related tools of AlphaClone (collectively, the “Research Services”), the following additional terms and conditions will apply to AlphaClone’s delivery and your receipt of the Research Services.

a. General. AlphaClone makes the Research Services available as a tool for users to perform their own research on stock, portfolio and fund performance. Information available via the Service does not constitute an offer to sell or a solicitation of an offer to buy any security. You are solely responsible for any stocks you elect to buy or sell based on information obtained via the Research Services. You should always consider the source of any information or advice on stock selection. Various factors, including personal or corporate ownership, may influence a person’s opinions or advice regarding different stocks. You are advised to conduct your own independent research into individual stocks before making investment decisions. Past performance is not an indicator of future performance or potential earnings. AlphaClone derives the information and data for the Research Services from public filings and other publicly available sources, which are periodic or episodic by nature and may become outdated or may contain inaccurate or misleading information. Certain limitations to our data sources include, without limitation, timing, availability of acquisition cost, availability of the investment itself and the source of stock return data. AlphaClone is not affiliated in any way with any of the funds in the Research Services’ database and AlphaClone does not claim to exactly replicate any particular fund’s investment strategy.

b. Registration Data. If you choose to register for the Research Services, you agree to: (a) provide accurate and complete information about yourself as prompted by the Research Services’ registration form (the “Registration Data”) and (b) maintain and promptly update the Registration Data to keep it accurate, current and complete. By registering an account, you represent and warrant that the information you provide about yourself is accurate, current and complete.

c. Free Guest Pass. You may register on a free basis to access limited portions of the Research Services (“Free Guest Pass”). This limited access may be modified or terminated at any time by AlphaClone without notice.

d. Subscription Service.

1) Tiers; Fees. There are two tiers of paid subscriptions for the Research Services: (i) Basic Membership and (ii) Full Membership. The monthly fees applicable to each tier of Research Services are set forth on the registration page of the Site at the time of your registration for the Research Services and are subject to change as set forth below.

2) Upgrade/Downgrade Between Paid Subscriptions. You may upgrade from Basic membership to Full membership, or downgrade from Full membership to Basic membership at any time by requesting such change on the Site. Such change request will be deemed effective once it is received and processed by AlphaClone and AlphaClone notifies you by email or otherwise that the change is effective. Upon the effective date of any upgrade or downgrade in paid subscriptions, the unused portion of the prior monthly subscription will be credited to the fee payable for the new subscription, and the billing cycle for the new subscription begins on the effective date of such upgrade or downgrade.

3) Cancellation of Paid Subscription Tier. You may downgrade (cancel) a paid subscription (whether Basic or Full membership) at any time by requesting such change on the Site. Such change request will be deemed effective once it is received and processed by AlphaClone and AlphaClone notifies you by email or otherwise that the change is effective. Upon the effective date of such change, the unused portion of your paid subscription fee is forfeited and non-refundable.

4) Changes in Membership Fees. If you choose to subscribe to the Research Services in order to take advantage of the Basic or Full membership, you will be charged a monthly (30 day cycle), quarterly (90 day cycle) or annual (anniversary cycle) membership fee (the “Membership Fee”) depending on the pricing plan you choose. AlphaClone may change the Membership Fee at any time.

5) Automatic Renewals. You understand and agree that, unless you notify AlphaClone (via the online Member Center accessible as part of the Research Services) that you wish to terminate your membership before the end of the then-current subscription period, your membership will automatically renew for the following period and your credit card will be charged the Membership Fee in effect at that time.

6) Promotions and Discounts. AlphaClone may from time to time offer discounts and other promotions to prospective and/or existing members. Such offers and promotions may have terms that differ from the terms above and such differing terms will be posted on the Site or delivered to you by email.

Additional Terms for Investment Advisory Services (the “Investment Advisory Services”)

If you elect to sign up for the Investment Advisory Services through AlphaClone, AlphaClone’s Client Services Agreement contains additional terms and conditions applicable to AlphaClone’s delivery and your receipt of the Investment Advisory Services.