GREENLIGHT CAPITAL, INC.
TERMS AND CONDITIONS OF USE
These Terms and Conditions of Use (these "Terms") describe the terms and conditions under which Greenlight Capital, Inc. and its affiliates ("Greenlight," “we,” or “us”), will permit persons who visit this Website (the "Greenlight Site" or the “site”) to use the site and the services that Greenlight makes available on or through it (the "Services"), including, without limitation, (1) persons who are authorized to use specified secure areas of this site ("Authorized Users") in conjunction with separate written subscription agreements with Greenlight (the "Subscription Agreements") and (2) other persons who visit the Greenlight Site but who are not authorized to use such secure areas (Authorized Users and other visitors collectively referred to as "you"). Please read these Terms carefully and refer to them as often as necessary.
These Terms, and if applicable, the Privacy and Information Security Notice, the Data Protection Information and Disclosures to EU Investors, and the Subscription Agreement(s), provide all of the Greenlight requirements and comprise the entire agreement between you and Greenlight with respect to the Greenlight Site and the Services. The information on our privacy practices at Section 6 of these Terms apply to any visitors to our Site, including Authorized Users and other visitors who are not Authorized Users.
2. ACCEPTANCE OF TERMS THROUGH USE
By using the Greenlight Site, you signify your agreement to all terms, conditions, and notices contained or referenced in these Terms and, if applicable, other activities referenced in the Privacy and Information Security Notice, the Data Protection Information and Disclosures to EU Investors. If you do not agree to these Terms, you are not permitted to use the Greenlight Site. Greenlight reserves the right, at its discretion, to update or revise these Terms. Please check these Terms periodically for changes. Your continued use of the Greenlight Site following the posting of any changes to these Terms constitutes acceptance of those changes.
3. USER CONDUCT
If you are an Authorized User, your user name and password will be your identity for purposes of interacting with the Greenlight Site. You will use your password solely in accordance with this Agreement and notify Greenlight if you learn of or suspect any loss, theft or unauthorized use of your password.
You agree not to use the Greenlight Site for any unlawful purpose. You agree not to attempt to gain access to any area of the site and any information for which you have not previously received authorization in writing. You also acknowledge and agree that Greenlight has put into place security measures designed to prevent unauthorized access to the information of other Authorized Users, and should you gain access to any information for which you have not received prior authorization, you will not view, download, print, harvest or collect, or attempt to view, download, print, harvest or collect, any such information. You also agree that you will not upload or attempt to upload any content (including text, communications, software, images, sounds, data, or other information) that contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party.
You acknowledge and agree that, although Greenlight has implemented and uses its best efforts to maintain security measures designed to prevent the unauthorized access by visitors and other Authorized Users to the information that you are authorized to access and use, no security measures are available that can be 100% guaranteed to prevent such unauthorized access. Greenlight therefore does not warrant that such security measures will prevent such unauthorized access in each and every instance.
You further agree that you will not harvest or collect, or attempt to harvest or collect, information about other Authorized Users and other visitors to the Greenlight Site or use such information for the purpose of transmitting or facilitating transmission of unsolicited bulk electronic mail or communications.
Greenlight may monitor and record activity on our site. We may investigate any compliance or suspected or actual non-compliance with these Terms. We may report any activity that we suspect may violate any law or regulation to regulators, law enforcement officials or other persons or entities that we deem appropriate. We may issue warnings, suspend or terminate your use of the Greenlight Site, deny access to you to all or part of this site or take any other action that we deem appropriate. Any Personal Information (as defined in Section 6 below) collected during such monitoring will be used in accordance with the Terms. By using this site, you accept Greenlight’s right to access, archive, and/or monitor usage to ensure service quality, or to evaluate the site, the security of the site, and compliance with these Terms, compliance with applicable laws, rules or regulations for any other reason.
4. THIRD PARTY SITES
The Greenlight Site may link you to other sites on the Internet. These sites may contain information or material that some people may find inappropriate or offensive. These other sites are not under the control of Greenlight, and you acknowledge that Greenlight is not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such sites. Greenlight does not review or monitor any websites linked form or to the website and your following links form or to such websites is at your sole risk. Accordingly, the inclusion of such a link does not imply endorsement of the site by Greenlight or any association with its operators.
5. PROPRIETARY RIGHTS
You acknowledge and agree that all content and materials available on the Greenlight Site are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. Except as may be expressly authorized by Greenlight under a separate written agreement, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works from such materials or content. Notwithstanding the foregoing sentence, and unless Greenlight grants you broader rights under such separate written agreement, you are granted a limited license to print or download one copy of the materials or content on the Greenlight Site on any single computer for your personal, non-commercial use, provided you keep intact all copyright and other proprietary notices; subject, however, to any express terms and conditions displayed with such materials or content. Systematic retrieval of data or other content from the Greenlight Site to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from Greenlight is prohibited. In addition, use of the content or materials for any purpose not expressly permitted in these Terms is prohibited. Except as expressly provided above, all rights are reserved.
As discussed above, reproduction, copying, or redistribution for commercial purposes of any materials or design elements on the Greenlight Site is strictly prohibited without the express written permission of Greenlight or as provided in a separate written agreement with Greenlight. Among other things, except to the extent required for the limited purpose of reviewing material on the Greenlight Site, electronic reproduction, adaptation, distribution, performance or display is prohibited. Use of any of Greenlight's trademarks as metatags on other Web sites also is strictly prohibited. You may not display this Web site in frames (or any of the content or materials via in-line links) without our express written permission. Permission to use certain content or materials in a manner prohibited by this Section 5 is granted only when certain limited criteria are met.
This section describes our privacy practices with respect to the information that we may collect in connection with any visitors’, including Authorized Users, use of this Site. Specifically, this section describes the types of Personal Information we collect, how we may use the information and the purposes for which we may use it, with whom we may share it and the choices available to you.
For additional information on our privacy practices related to Personal Information we collect from Authorized Users and how we use such information, please review the Privacy and Information Security Notice and the Data Protection Information and Disclosures to EU Investors.
Information Greenlight Collects for Your Use of the Site
In general, we collect Personal Information about you when you communicate with us and when you use the Greenlight Site. When we use the term “Personal Information” we mean information that we directly associate with a specific person, or that can reasonably be used to identify a specific person such as a name, address, telephone number, email address, or Internet Protocol (IP) address. The Site collects some information from you that is voluntarily provided by you, and other information that is collected by the Site automatically.
Information You Provide to Us
Through your use of the Greenlight Site and interactions with Greenlight, you may provide Greenlight with information such as name, title, address, phone number, email address or other elements of Personal Information. You may also be asked to provide information used to create your online account, such as a username or password.
In addition, the information listed above, if you are job applicant and apply for a position with Greenlight, we may collect additional information about you including, but not limited to, demographic information, education, work history, and any other relevant information you share with on through your application.
Information Collected Automatically form Your Use of the Site
When you visit the Greenlight Site, we may automatically log certain information about you. This may include may include information about the type of browser you use, the server name and IP address through which you access the Internet, the date and time you access the site, the pages you access while at the Greenlight Site, Internet service provider information, device type, and the Internet address of the site, if any, from which you linked directly to, or depart from, the site.
How We Use and Share Personal Information Collected from Your Use of the Site
Use of Personal Information
The Personal Information that you provide to us through your use of this site is used for our business purposes and the purpose for which you provided it only, subject to these Terms, including, without limitation, to respond to your requests or correspondence, to contact you about the site, to request feedback regarding ways to improve the site and/or to inform you about our activities, products and services or those of our affiliates. We may analyze your information, including tracking data, to provide you with useful information and improve our services through enhanced features and functions on the site. For example, your information may be used to, without limitation, compile statistical, demographic or aggregated information about visitors to the site generally, or for load-balancing metrics, and also may be used to create reports on user demographics and the traffic patterns of the site.
Disclosure of Personal Information
We may disclose your Personal Information collected from your use of this site: (i) to our affiliates, agents, consultants and contractors; (ii) to service providers who assist us in running the site and our business; (iii) when we believe that such disclosure is required by law; (iv) to enforce these Terms; (v) to protect the rights, property, security or safety of Greenlight, site users or the public; (vi) to respond to an emergency; or (vii) as otherwise stated in these Terms. In addition, we may disclose information to certain third parties if you have requested or authorized the disclosure of such information. We may also share aggregated or deidentified information in our sole discretion. Additionally, in the event of a corporate restructuring (such as a sale, merger, or other transfer of some or all of our asset), we may share your Personal Information with a third party. We reserve the right to use or disclose any information in aggregate form, for any purpose, in our sole judgment.
How Your Personal Information is Protected
Unfortunately, no data transmission over the Internet can be guaranteed to be 100% secure. As a result, while Greenlight strives to protect your personally identifiable information, it cannot ensure or warrant the security of any information that you transmit to it, and you do so at your own risk. Once Greenlight receives your transmission, it makes its best effort within the Greenlight Site to ensure the security of the information on Greenlight's systems. To prevent unauthorized access, maintain data accuracy, and ensure the correct use of information, Greenlight has put in place appropriate physical, electronic, and managerial procedures to safeguard and secure the information it collects online from visitors to the Site. However, we cannot ensure or warrant the security of any information that users transmit to the Site. We are not liable for any breach of our systems or interception of our transmission, and we hereby fully disclaim, to the fullest extent possible under law, any liability associated with any claim relating to a breach of security, data or information.
Retention of Your Personal Information
To the extent permitted by applicable law, we retain Personal Information we obtain about you from your use of this Site as long as it is needed for the purposes for which we obtained it, in accordance with the provisions of these Terms or we have another lawful basis for retaining the data beyond the period for which it is necessary to serve the original purpose for collecting the data.
This site is not directed to children under 13. We do not knowingly attempt to solicit or receive Personal Information from children under 13. If we discover that we have received Personal Information from an individual reasonably believed to be under the age of 13, we will delete such information from its systems. If you are the parent or legal guardian and you believe we may have inadvertently collected Personal Information from a child under 13, please contact us to request the child's information be deleted by contacting us at email@example.com
Providers and/or third parties linked to the Greenlight Site have separate privacy and data collection practices. Greenlight has no responsibility or liability for these independent policies. For more information regarding each provider, its site, and its privacy policies, return to that provider's home page and click on its information link.
Consent of Data Transfer of Non-U.S. Residents
Greenlight is located in the United States, its services are provided primarily in the United States, and its data is stored in the United States. Data protection laws in the United States may be different from those of your country of residence. If you voluntarily submit Personal Information to us while located or residing in a country outside the United States, you understand that you are voluntarily agreeing to the use and processing of such information as provided under these Terms, including transfer of your information to the United States, a jurisdiction which may not offer the same framework for the protection of Personal Information as the jurisdiction in which you are located.
EU Based Users and the EU General Data Protection Regulation (“GDPR”)
If the processing of your Personal Information is subject to the EU General Data Protection Regulation (“GDPR”), whenever we use or share Personal Information, we ensure that we have identified a legal basis under which such processing may occur. When we use your Personal Information in connection with a request, order, transaction, or to provide you with services that you requested (such as use of the Site or to register for events), we do this because it is necessary for the performance of an agreement with you. Further, to the extent the GDPR is implicated, where we use your Personal Information in relation to improvement, development, or marketing of our products or services, for reasons of safety and security, or to satisfy regulatory requirements, other than in connection with our agreement or request, we do this on the basis of our (or a third-party’s) legitimate interests or with your consent, as required.
Access, Modification, Erasure, or Restriction of Personal Information
If the processing of your Personal Information is subject to the GDPR, you may have the right to access or modify your Personal Information, including the right to:
- obtain confirmation that we hold Personal Information about you;
- request access to and receive information about the Personal Information we maintain about you;
- receive copies of the Personal Information we maintain about you;
- update and correct inaccuracies in your Personal Information;
- object to the processing of your Personal Information, request portability; and
- have the information blocked, anonymized or deleted, as appropriate.
You may also contact us with the request to withdraw consent for processing or storage of your Personal Information. These rights are only available if you reside in, or access the Site from certain jurisdictions and may be limited in some circumstances by local laws and regulations.
Exercising Your Rights under the GDPR
You can exercise these rights under the GDPR by contacting us at firstname.lastname@example.org. Please put the statement “GDPR Privacy Rights” in the subject line of your request, and include your name, country or region, and enough information to allow us to respond to our request in the body of your e-mail.
Questions or Concerns About Our Privacy Practices
If you have any questions or concerns about this Section of our Terms or our privacy practices related to information collected from visitors to our Site, please first contact us at email@example.com and provide us the opportunity to make it right. Complaints regarding the processing of your Personal Information by Greenlight may also be made directly to the UK data protection regulator – the Information Commissioner’s Office – by writing to the following address:
Information Commissioner's Office
7. DISCLAIMER OF WARRANTIES
ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE GREENLIGHT SITE (THE "CONTENT") ARE PROVIDED "AS IS" AND "AS AVAILABLE" FOR YOUR USE. THE CONTENT IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. GREENLIGHT AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE GREENLIGHT SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; THAT UNAUTHORIZED ACCESS TO OR MISAPPROPRIATION OF THE CONTENT WILL NOT OCCUR; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE GREENLIGHT SITE IS SOLELY AT YOUR RISK. BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.
8. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES WILL GREENLIGHT, ITS SUBSIDIARIES, OR ITS LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE GREENLIGHT SITE, OR THE UNAUTHORIZED ACCESS TO OR THE MISAPPROPRIATION OF ANY CONTENT MADE AVAILABLE ON OR THROUGH THE GREENLIGHT SITE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF GREENLIGHT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, GREENLIGHT'S LIABILITY IN SUCH JURISDICTIONS WILL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
Upon a request by Greenlight, you agree to defend, indemnify, and hold harmless Greenlight, its subsidiaries and other affiliated companies, and the employees, contractors, officers, and directors of each of them from all liabilities, claims, and expenses, including attorney's fees, that arise from your use or misuse of the Greenlight Site. Greenlight reserves the right, at it own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Greenlight in asserting any available defenses.
10. INTERNATIONAL USE
Greenlight Capital and its affiliated companies provide investment management services to clients in the US, the European Union and in many other countries around the world. Those who access the Greenlight Site do so on their own initiative and are responsible for establishing the legality under any or all applicable jurisdictions and compliance with local laws.
11. CHOICE OF LAW AND FORUM
These Terms will be governed by and construed in accordance with the laws of the State of New York, excluding its conflicts of law rules. You expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to these Terms or your use of the Greenlight Site will be filed only in the state or federal courts located in the State of New York, and you further agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.
12. DISPUTE RESOLUTION
All disputes arising out of or relating to these Terms or your use of the Greenlight Site ("Disputes") will be settled by final and binding arbitration conducted in New York, by a neutral arbitrator, in accordance with these Terms and the then-current commercial arbitration rules of the American Arbitration Association. Each party will bear its own expenses, except that the prevailing party may recover the filing costs and the expenses of the arbitrator from the other party. Any award of the arbitrator will be in writing and will state the reasons for the award. Judgment upon an award may be entered in any court having competent jurisdiction. The arbitrator will not have the power to order pre-hearing discovery of documents or the taking of depositions, but may compel attendance of witnesses and the production of documents at the hearing. The parties, their representatives and participants and the arbitrator will hold the existence, content and result of the arbitration in confidence, except to the limited extent necessary to enforce a final settlement agreement or to obtain or enforce a judgment on an arbitration decision and award. Any Disputes relating to your failure to pay billed charges for the Services are exempt from the requirement of binding arbitration. You agree that Greenlight will be entitled to obtain preliminary injunctive relief to enforce any of these Terms against you pending a final determination in arbitration.
13. SEVERABILITY AND INTEGRATION
Unless otherwise specified herein, this agreement, together with your obligations with respect to the Subscription Agreement(s), if any, under which you are authorized to use the Services (as such obligations are set forth in Section 1 of these Terms), constitutes the entire agreement between you and Greenlight with respect to the Greenlight Site and the Services, and supersedes all other prior or contemporaneous communications and proposals (whether oral, written, or electronic) between you and Greenlight with respect to the Greenlight Site and the Services. In the event of a conflict between these Terms and the Subscription Agreement(s), if any, under which you are authorized to use the Services, then the terms of such Subscription Agreement(s) shall govern. If any part of these Terms is held invalid or unenforceable, that portion will be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions will remain in full force and effect.
Greenlight reserves the right, in its sole discretion, to terminate your access to all or part of the Greenlight Site, with or without notice.
Revised: October 9, 2018