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Terms and Conditions

Welcome to the FPL Advisory Group Web site! This Web site (www.fpladvisorygroup.com, www.fergusonpartners.com, www.fplassociates.com, or any replacement site, the “Site”) is operated by FPL Corporate Services LLC, Ferguson Partners L.P., Ferguson Partners Europe Ltd, Ferguson Partners Hong Kong Limited, Ferguson Partners Singapore Pte. Ltd., Ferguson Partners Canada Co., FPL Associates L.P. and their affiliates (collectively “FPL,” “we” or “us”) to provide you with information about us, our products, our company and its history and future plans. Your use of the Site is governed by and subject to these terms and conditions of use (these “Terms”). Please read these Terms carefully and thoroughly. By accessing and using the Site, you agree that you have read and understand these Terms, and that you accept and agree to be bound by these Terms. If you do not agree to these Terms, please do not continue to access and use the Site.

Changes to Terms

We may update these Terms from time to time, and may amend them at any time to incorporate additional terms specific to additional features, materials, products, opportunities or services that we may make available on or through the Site. All such updates and amendments are effective immediately upon notice thereof, which we may give by any means, including, but not limited to, by posting a revised version of these Terms or other notice on the Site. You should view these Terms often to stay informed of changes that may affect you, as your continued use of the Site signifies your continuing consent to be bound by these Terms. We expressly reserve the right to make any changes to these Terms, or to the Site and its content, at any time without prior notice to you.

Access and Use

In these Terms, “you” refers to an individual accessing the Site, regardless of the particular features, materials, opportunities or services made available on the Site that you choose to browse, use or take advantage of. To the extent applicable, “you” also includes the corporation or other legal entity (your “Company”), if any, on whose behalf you are accessing the Site. You represent and agree that all information that you provide to FPL in connection with your access to and use of the Site is and shall be true, accurate and complete to the best of your knowledge, ability and belief. We reserve the right to terminate these Terms or to refuse, restrict or discontinue service or access to the Site (or any portions, components or features of the Site) to you or any other person or entity, for any reason or for no reason whatsoever, at any time, without notice or liability. Failure to comply with these Terms may result in the immediate termination of your access to and use of the Site.

Privacy Policy

Information that you provide or that we collect about you and your Company through your access to and use of the Site, or through other communications that you or your Company may have with us, is subject to our Data Protection & Privacy Policy, the terms of which are hereby incorporated into these Terms by reference. We encourage you to read and become familiar with our privacy practices, as described in our Data Protection & Privacy Policy.

Consents

Before continuing to access and use this Site, you must obtain all required consents and approvals from your Company and from any customers, clients and other third parties who may be affected by, or may need to consent to, your access and use of the Site and any of the features, materials, opportunities and services provided through the Site, whether such consents and approvals are required by law or otherwise.

Client Agreements

If you are a client of FPL, nothing in these Terms will supersede any conflicting terms in any agreement with respect to your relationship with FPL.

Proprietary Content

FPL respects the intellectual property rights of others and expects you to do the same. We have expended substantial time, effort and funds to create the Site and to collect and provide the features, materials, opportunities and services that are available on or through the Site. You understand and agree that FPL owns, or (where required, appropriate or applicable) has been licensed by third parties to use, all right, title and interest in and to the Site and the features, materials, opportunities and services made available on or through the Site, and all information, text, data, databases, graphics, images, sound recordings, audio and visual clips, logos, software, and other materials contained therein, and the collection, design, selection and arrangement thereof (collectively, the “Content”). You acknowledge that the Content constitutes valuable proprietary information that is protected by applicable intellectual property and other proprietary rights, laws and treaties of the United States and other countries, and that you acquire no ownership interest by accessing and using the Site and the Content. Such intellectual property and proprietary rights may include, but are not limited to, various patents, copyrights, trademarks and service marks, registered trademarks and service marks, trade dress protection and trade secrets, and all such rights are and shall remain the property of FPL or its licensors.

Use of Content

FPL grants you a limited license to access and make personal use of the Site and the Content for legitimate business purposes. No business or professional relationship is created in connection with any provision of the Content. The Content is provided exclusively with the understanding that FPL is not engaged in rendering professional advice or services to you. Nothing in the Content should be used in or construed as an offer to sell or solicitation of an offer to buy securities or other financial instruments or any advice or recommendation with respect to any securities or financial instruments. Except as expressly provided for in these Terms, any alteration, modification, reproduction, redistribution, retransmission, redisplay or other use of any portion of the Site or of the Content in any other manner or for any other purpose constitutes an infringement of our intellectual property and other proprietary rights. Other than as necessary and required to facilitate your personal use, you may not reproduce, perform, create derivative works from, republish, upload, post, retransmit, or redistribute in any way whatsoever any Content or any portion of the Site without the prior written permission of FPL. Use of the Content, or any portion thereof, on any other Web site or other networked computer environment is expressly prohibited without the prior written permission of FPL. You shall not remove or modify any copyright notice or trademark legend, author attribution or other notice placed on or contained within the Content. Except as expressly authorized by FPL in writing, in no event shall you reproduce, duplicate, copy, sell, resell or exploit for any commercial purpose, all or any portion of the Content or the Site, or access to or use of the Content and the Site.

Use of Submissions

By submitting any information or material to the Site or to FPL, whether by e-mail, telephone or other mode or medium of communication, or through access to and use of the Site or the Content, including, but not limited to, access to, use of, and responses to, any available pages, applications, bulletin boards or surveys conducted by FPL, submitting or posting feedback, questions, comments, suggestions, ideas, graphics, text, software or computer files of any type, you thereby expressly grant, or warrant that the owner of such material has expressly granted, FPL a royalty-free, fully-paid, perpetual, irrevocable, non-exclusive right and license to use, make and have made, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and to incorporate it in other works in any form, media or technology now known or hereafter developed, subject to our Data Protection & Privacy Policy, as set forth on the Site.

User Conduct

In connection with your access to and use of the Site and that of any person authorized by you to use the Site, you are responsible for compliance with all applicable laws, regulations and policies of all relevant jurisdictions. Recognizing the global nature of the Internet, you agree to comply with all applicable local rules regarding online conduct and acceptable content. Specifically, among other things, you agree that while accessing or using the Site you will not:

  • restrict or inhibit any other user from using or enjoying the Site;
  • represent yourself as another or as a fictitious individual, unless you are participating in an area of the Site that requires or encourages anonymity;
  • disrupt or interfere with the Site, or alter or tamper with the Content;
  • post or transmit any unlawful, fraudulent, libelous, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, offensive, harassing, or otherwise objectionable information of any kind, including, but not limited to, any transmissions constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law;
  • post or transmit any information which is invasive of privacy or publicity rights, or violates or infringes in any way upon the rights of others;
  • post or transmit any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or schemes, or other unsolicited commercial communication, or engage in spamming or flooding;
  • post or transmit any data or information out of the country in which you reside in violation of applicable law;
  • post or transmit any data or software that cannot be exported without prior written government authorization, including, but not limited to, certain encryption software; or
  • post or transmit any information or software which contains a virus, trojan horse, worm, or other harmful component.

The above assurances and commitments by you shall survive termination of these Terms.

Linked Sites

For your convenience, certain hyperlinks may be provided on the Site which link to other Web sites that are not under the control of FPL. FPL does not endorse or sponsor such Web sites and is not responsible for the availability, accuracy, content or any other aspect of such Web sites. FPL disclaims all liability for such Web sites and all use thereof, and for use of the links to such Web sites. We also disclaim all liability and make no representations or warranties for any products or services made available, sold or provided to you by any third party. Your use of other Web sites, and the offer or purchase of products or services on or through such other Web sites, is subject to the terms and conditions thereof. You agree that you will bring no suit or claim against FPL arising from or based on your use of, or the offer or purchase of products or services on or through, such other Web sites. Such links do not imply that: (a) FPL is affiliated or associated with such linked sites; (b) FPL is legally authorized to use any trademark, tradename, logo or copyright symbol displayed in connection with or accessible through such links; or (c) any linked site is authorized to use any trademark, trade name, logo or copyright symbol of FPL.

Links to Site

FPL grants you a revocable, nontransferable, nonexclusive license to include a hyperlink on your own website to the home page of the Site; provided, that you do not: (a) “deep link” to any other page of the Site, (b) “frame” the Site or any Content, or otherwise cause the Site or any Content to appear in a window with any other material, (c) cause the hyperlink or the Site to be displayed in any way that is disparaging to FPL, or any entity that is part of FPL, or (d) otherwise imply or state that any type of relationship or special arrangements exist with FPL, or any entity that is part of FPL, that have not been approved in writing by FPL. You agree that you will promptly remove any hyperlink to the Site upon written request from FPL to do so. In no event will you use FPL’s logo or any other trademark as a hyperlink “button” or in any manner without FPL’s express written consent.

Disclaimer

Although FPL strives to make the Site, the Content, and the features, materials, opportunities and services provided through the Site helpful, useful, reliable and current, you understand and acknowledge that your access to and use of the Site, the Content, and all materials, products and services available through the Site and FPL are at your own initiative and risk. FPL does not make any promise, covenant, representation, warranty or guarantee that you or any other user of the Site will obtain any particular or tangible result or goal through the use of the Site or any other product or service in connection with use of the Site. It is your responsibility to take precautions to ensure that any information, materials, software or data that you access, use, download or otherwise obtain on or through the Site and FPL are: (a) up-to-date, accurate, complete, reliable, and suitable to and appropriate for the purpose for which you, or your Company, may desire to use them; and (b) free of viruses and other destructive routines. THE SITE AND THE CONTENT, AND ALL MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE SITE AND FPL ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT ANY WARRANTIES OR GUARANTIES, EXPRESS OR IMPLIED. FPL DISCLAIMS ALL WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. FPL DOES NOT REPRESENT, WARRANT OR COVENANT THAT THE SITE AND THE MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE SITE AND THROUGH FPL ARE OR WILL BE ACCURATE, CURRENT, COMPLETE, RELIABLE, APPROPRIATE FOR ANY PARTICULAR USE TO WHICH YOU, OR YOUR COMPANY, MAY CHOOSE TO PUT THEM, OR THAT THEY ARE OR WILL BE AVAILABLE ON AN UNINTERRUPTED AND ERROR-FREE BASIS, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE AND THE MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE SITE AND THROUGH FPL ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

Limitation of Liability

IN NO EVENT SHALL FPL, ITS CONTRACTORS, SUPPLIERS AND OTHER SIMILAR ENTITIES, AND THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS OF EACH OF THE FOREGOING, BE LIABLE TO YOU, YOUR COMPANY, OR ANY THIRD PARTY FOR ANY LOSS, COST, DAMAGE OR OTHER INJURY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH: (A) YOUR USE OF, OR RELIANCE ON, THE SITE, THE CONTENT, AND THE MATERIALS, PRODUCTS AND SERVICES ACCESSIBLE ON OR THROUGH THE SITE OR FPL; (B) FPL’S PERFORMANCE OF OR FAILURE TO PERFORM ITS OBLIGATIONS IN CONNECTION WITH THESE TERMS; © THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER SITE USERS OR OF THIRD PARTIES; OR (D) YOUR PURCHASE AND USE OF ANY GOODS OR SERVICES PROVIDED BY THIRD PARTIES. UNDER NO CIRCUMSTANCES SHALL FPL, ITS CONTRACTORS, SUPPLIERS AND OTHER SIMILAR ENTITIES, AND THE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS OF EACH OF THE FOREGOING, BE LIABLE TO YOU, YOUR COMPANY OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, SPECIAL OR SIMILAR DAMAGES OR COSTS (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, LOSS OF GOODWILL, LOSS OF OR DAMAGE TO PROPERTY, LOSS OF USE, BUSINESS INTERRUPTION AND CLAIMS OF THIRD PARTIES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF MATERIALS, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE SITE OR FPL, THE USE, COPYING OR DISPLAY OF THE SITE OR THE CONTENT, TRANSMISSION OF INFORMATION TO OR FROM THE SITE OVER THE INTERNET, OR ANY OTHER CAUSE BEYOND THE CONTROL OF FPL), EVEN IF FPL WAS ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR COSTS. IN A JURISDICTION THAT DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, THE LIABILITY OF FPL, ITS CONTRACTORS, SUPPLIERS AND OTHER SIMILAR ENTITIES, AND THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS OF EACH OF THE FOREGOING, SHALL BE LIMITED IN ACCORDANCE WITH THESE TERMS TO THE FULLEST EXTENT PERMITTED BY LAW. WITHOUT LIMITING ANY OF THE FOREGOING, IF FPL, ITS CONTRACTORS, SUPPLIERS AND OTHER SIMILAR ENTITIES, OR THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES AND AGENTS OF ANY OF THE FOREGOING, IS FOUND LIABLE TO YOU OR ANY THIRD PARTY AS A RESULT OF ANY CLAIMS OR OTHER MATTERS ARISING UNDER OR IN CONNECTION WITH THESE TERMS, THE SITE OR YOUR USE OF THE SITE, FPL AND SUCH PARTIES’ AGGREGATE AND MAXIMUM LIABILITY FOR ALL SUCH CLAIMS AND OTHER MATTERS IN ANY CALENDAR YEAR SHALL NOT EXCEED $100.

Indemnification

You agree to indemnify, defend and hold FPL, and the officers, directors, employees and agents of FPL, harmless from and against all claims, demands, suits or other proceedings, and all resulting loss, damage, liability, cost and expense (including reasonable attorneys’ fees), made by any third party due to or arising out of content, data or information you submit, post to or transmit through the Site, your access to and use of the Content, the Site and other materials, products and services available on or through the Site and FPL, your violation of these Terms or your violation of any rights of another. We reserve, and you grant to us, the right to assume exclusive defense and control of any matter subject to indemnification by you. All rights and duties of indemnification that are set forth herein shall survive termination of these Terms.

Miscellaneous

These Terms and the Data Protection & Privacy Policy referenced herein (as each may be revised and amended from time to time according to their respective terms) collectively constitute the entire agreement with respect to your access to and use of the Site and the features, materials, opportunities, Content, products and services available on or through the Site or FPL. Our electronically or otherwise properly stored copy of these Terms shall be deemed to be the true, complete, valid, authentic and enforceable copy of these Terms and you agree that you shall not contest the admissibility or enforceability of FPL’s copy of these Terms in a court in connection with any proceeding arising out of these Terms. Except as expressly provided for, these Terms do not confer any rights, remedies or benefits upon any person other than you and FPL. FPL may assign its rights and duties under these Terms at any time to any party without notice. You may not assign these Terms without the prior written consent of FPL. These Terms shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns. Should any provision of these Terms be held to be void, invalid, unenforceable or illegal by a proper legal authority, the validity and enforceability of the other provisions shall not be affected. You are responsible for complying with any and all laws of the jurisdiction from which you are accessing the Site and any other jurisdiction whose laws apply to you or your actions. You agree that you will not access or use the information on the Site in violation of the aforementioned laws.

Jurisdiction

The Site was created and is maintained, located and controlled by FPL in the State of Illinois. These Terms shall be governed by and construed under the laws of the State of Illinois, without regard to conflicts of law principles or rules thereof. Any legal action arising out of or related to these Terms and your access to and use of the Site must be commenced within one year after the cause of action arises. You and FPL each hereby expressly consent and irrevocably submit to the exclusive jurisdiction of the state and federal courts sitting in Cook County, Illinois for resolution of any matters related to interpretation, construction or enforcement, or otherwise in connection with these Terms, the FPL Data Protection & Privacy Policy referenced herein, or otherwise related to or in connection with your access to and use of the Site, the Content, and the materials, products and services available on or through the Site or FPL. You and FPL each expressly waive any claim that venue is improper for any reason in these courts.

Questions Regarding Terms of Access

Please contact us with any questions regarding the Site or these Terms of Use by contacting us at (312) 368-0569 or at the following email address: privacy@fpladvisorygroup.com.

Acknowledgement

YOU AGREE TO BE BOUND BY THESE TERMS AND THE DATA PROTECTION & PRIVACY POLICY OF FPL REFERENCED HEREIN.

 
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