Last Updated: January 1, 2015
You may use the Services only if you can form a binding contract with Analyst Market and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. If you are accepting these Terms and using the Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so. You may use the Services only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations.
The Services that Analyst Market provides are always evolving and the form and nature of the Services that Analyst Market provides may change from time to time without prior notice to you. In addition, Analyst Market may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally and may not be able to provide you with prior notice. We also retain the right to create limits on use and storage at our sole discretion at any time without prior notice to you.
DESCRIPTION OF THE SERVICES
The Services provide a means for finance and consulting professionals (“Professional(s)”) and organizations seeking financial or consulting services (“Organization(s)”) to locate each other, negotiate job terms, engage in the hiring process, complete work, and process payments. Professionals and Organizations must apply to and be accepted by Analyst Market to use the Services. Once admitted to use the Services, Professionals can apply to any project posted by an Organization through the Services (“Project”). Analyst Market requires Professionals to have at least two (2) years of investment banking, management consulting, investment management, or comparable work experience with top tier employers in order to be admitted to be part of the Analyst Market network and to use the Services.
Organizations select a Professional from the pool of Professionals who apply to an Organization’s Project, and hire the Professional through the Services (“Hired Professional(s)”). Once an Organization hires a Professional through the Services, the parties may use the Services to manage the Project’s workflow. Organizations must remit payment to Hired Professionals through the Services. Analyst Market is not a party to the dealings between Organizations and Professionals.
LICENSE TO USE THE SERVICES
Analyst Market gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software that we provide to you as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Analyst Market in the manner permitted by these Terms.
- Application Data. In consideration of your use of the Services, you agree to: (i) provide true and accurate information about yourself as prompted by the Service’s application form (“Application Data”) and (ii) maintain and promptly update the Application Data to keep it current and complete. If you provide any information that is untrue or inaccurate or Analyst Market has a reasonable ground to suspect that such information is untrue or inaccurate, Analyst Market has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
- Passwords. You are responsible for safeguarding the password that you use to access the Services and for any activities or actions under your password. Analyst Market cannot and will not be liable for any loss or damage arising from your failure to comply with the above.
- All Content, whether publicly posted or privately transmitted, is the sole responsibility of the originator of such Content. Analyst Market may not monitor or control the Content posted via the Services and, we cannot take responsibility for such Content. Any use or reliance on any Content or materials posted via the Services or obtained by you through the Services is at your own risk.
- Analyst Market does not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services or endorse any opinions expressed via the Services. You understand that by using the Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mislabeled or are otherwise deceptive. Under no circumstances will Analyst Market be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Services or broadcast elsewhere.
- Professionals. As consideration for providing the Services, a service fee of fifteen percent (15%) may be deducted from any payments made to a Professional prior to depositing the remainder in the Professional’s bank account (“Service Fee”). Upon being introduced to an Organization through the Services (“Hiring Organization(s)”), Professionals shall commit to accepting any and all payments received for work performed for the Hiring Organization exclusively through the Services for the twenty-four (24) month period following the date the Hired Professional is first introduced to the Hiring Organization through the Services (the “Exclusivity Period”).
- Organizations. Organizations do not pay a fee to use the Services. As consideration for the use of the Services, during a Hired Professional’s Exclusivity Period, the Hiring Organization agrees to remit all payments due to the Hired Professional through the Service.
- Any action that encourages or solicits complete or partial payment outside of the Services during the Exclusivity Period is a violation of these Terms. Should an Organization or Professional be found in violation of this Section 6, he, she, or it will owe Analyst Market an amount with respect to each violation equal to the greater of (i) ten thousand dollars ($10,000.00); or (ii) the applicable fees had the payments been processed through the Services, plus twenty percent (20%).
- Buyout. Notwithstanding the provisions set forth above, Organizations and Professionals may agree to work together independent of the Services, pursuant to the following provisions:
- Buy-Out Fee. The Organization shall pay the greater of (A) fifteen percent (15%) of the Professional’s expected compensation as stated in the agreement entered into between the the Professional and the Organization (“Off-Service Work Agreement”) for a twelve (12) month period beginning on the effective date of said Off-Service Work Agreement; (B) one hundred and four (104) times the Average Weekly Service Fees (as defined below); or (C) seven thousand five hundred dollars ($7,500.00) (each, a “Buy-Out Fee”). For purposes of the foregoing, the “Average Weekly Service Fees” means the average weekly amount of Service Fees that became due to Analyst Market based upon work performed for the Hiring Organization by the Hired Professional over the four (4) weeks immediately preceding the buy-out notice described in Section 6(d)(ii) below, not counting any weeks in which no Service Fees became due.
- Buy-Out Notice. An Organization shall notify Analyst Market in writing of its intent to pay the Buy-Out Fee and provide Analyst Market with a copy of the Off-Service Work Agreement within seven (7) days of entering into said agreement.
- If the services provided by a Professional are rendered to an Organization more than two (2) years after the later of i) the date when the Organization first identified the Professional through the Services or ii) the date the Hiring Organization last paid the Hired Professional through the Services, This Section 6 shall not apply.
- Payment Process. Payment will be processed as specified in the Hired Professional’s invoice and agreed upon by the Hired Professional and the Hiring Organization. When a Professional and the associated Hiring Organization agree upon a fee and subsequently sign a contract, full payment will be made by the Hiring Organization to Analyst Market. The payment will be held in Analyst Market escrow account until final approval of the delivered project is made by the Hiring Organization. Upon the final approval of the Hiring Organization, the payment which was agreed upon in the contract, less Analyst Market fees and transaction costs, will be paid to the Professional. Hiring Organizations may submit disputes over payment to email@example.com. However, once the dispute period has passed, the charges are accepted by the Hiring Organization, can no longer be disputed through the Services, and can only be refunded by the Hired Professional.
- Authorization. By agreeing to these terms, Hiring Organizations are giving Analyst Market permission to charge the credit card, bank account, or other approved method of payment associated with the Hiring Organization’s account for fees associated with the Hiring Organization’s use of the Services, including the full amount owed to any Hired Professional, as well as any Service Fee.
- Responsibility For Payment. You are responsible for all fees, including taxes, associated with your use of the Services. By using the Services, you agree to pay the Hired Professional the amount agreed or reflected in the signed contract between the Professional and Hiring Organization. Organizations shall be responsible for providing Analyst Market with a valid means of payment.
- Analyst Market’s Responsibility. Analyst Market agrees to pay the applicable Hired Professional the amount received, less Analyst Market’s Service Fee, if any.
- Analyst Market’s Service Fee. The Service Fee shall be retained by Analyst Market prior to remitting payments to Hired Professionals’ bank accounts.
- Analyst Market’s Buy-Out Fee. An Organization electing to pay a Buy-Out Fee for a Professional agrees to remit such payment to Analyst Market within fourteen (14) days of the notification described in Section 6(d)(2) herein.
- Organization Failure to Pay. If an Organization fails to pay amounts due under this Agreement to a Hired Professional, whether by cancelling the credit card associated with an Organization’s account, initiating an improper chargeback, or any other means, Organization’s Analyst Market account will be suspended, no additional payments will be processed, and any work-in-progress will be stopped. Without limiting other available remedies, Organization must reimburse Analyst Market for amounts due upon demand, plus any applicable processing fees, charges or penalties, plus interest at the lesser of one and one-half percent (1.5%) per month or the maximum allowed by law, plus attorneys’ fees and other costs of collection as allowed by law. In its discretion, Analyst Market may setoff amounts due against other amounts received from or held for Organization, make appropriate reports to credit reporting agencies and law enforcement authorities, and cooperate with them in any resulting investigation or prosecution.
RIGHTS AND RESTRICTIONS
- Our Rights. We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Services, to suspend or terminate users, and to reclaim usernames without liability to you. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to:
- satisfy any applicable law, regulation, legal process or governmental request,
- enforce these Terms, including investigation of potential violations hereof,
- detect, prevent, or otherwise address fraud, security or technical issues,
- respond to user support requests, or
- protect the rights, property or safety of Analyst Market, its users, and the public.
- Restrictions. You may not do any of the following while accessing or using the Services:
- access, tamper with, or use non-public areas of the Services, Analyst Market’s computer systems, or the technical delivery systems of Analyst Market’s providers;
- access the Services through any technology or means other than those provided or authorized by the Services (and access to the Services through virtual private network or proxy is expressly forbidden);
- probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
- access or search or attempt to access or search the Services by any means (automated or otherwise) other than through our currently available, published interfaces that are provided by Analyst Market (and only pursuant to these Terms), unless you have been specifically allowed to do so in a separate agreement with Analyst Market (NOTE: crawling and scraping the Services are expressly not permissible);
- forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Services to send altered, deceptive or false source-identifying information; or
- interfere with, or disrupt, (or attempt to do so), the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Services, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Services.
- You will not engage in any activity or transmit any material or information through the Services that (A) is unlawful or promotes unlawful activities; (B) defames, abuses, or harasses any individual or group; (C) is pornographic, discriminatory, or intimidating; (D) infringes on any proprietary rights of any party, including patents, trade secrets, copyrights, or any other rights; (E) impersonates any person or entity, including any Analyst Market employees or representatives; or (F) violates the privacy of any party.
INTELLECTUAL PROPERTY RIGHTS
- Our Rights. All right, title, and interest in and to the Services (excluding Content provided by users) are and will remain the exclusive property of Analyst Market and its licensors. The Services are protected by copyright, trademark, and other laws of both the United States and foreign countries. Nothing in the Terms gives you a right to use the Analyst Market name or any of the Analyst Market trademarks, logos, domain names, and other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding Analyst Market, or the Services is entirely voluntary, and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.
- Your Rights. You retain your rights to any Content you submit, post or display on or through the Services. By submitting, posting or displaying Content on or through the Services, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed).
- Copyrights. Analyst Market respects the intellectual property rights of others and expects users of the Services to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide us with the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) 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, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) 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 copyright owner. We reserve the right to remove Content alleged to be infringing without prior notice, at our sole discretion, and without liability to you. In appropriate circumstances, Analyst Market will also terminate a user’s account if the user is determined to be a repeat infringer. Our designated copyright agent for notice of alleged copyright infringement appearing on the Services is:
Analyst Market, Inc.
ATTN: Copyright Agent
415 Jackson St. San Francisco, CA 94111
CONFIDENTIALITY ON THE SERVICES
Professional acknowledges that, in the course of performing work for an Organization’s Project through the Services, Professional may come into possession of business information or other confidential or proprietary information of Organization (“Confidential Information”). Professional agrees that Confidential Information is the sole property of Organization and further agrees to treat all such Confidential Information as confidential and will not disclose such information to third parties during and/or after the term of the Project except with Organization’s written approval, and only to the extent necessary to perform the Project through the Services. This prohibition also applies to Professional’s employees, agents, and subcontractors. At the termination of the Project, Professional shall promptly return to Organization, or certify destruction of, all copies of Confidential Information furnished by Organization and all material prepared for or in connection with the Project in his/her possession. This obligation of confidentiality shall survive completion of the Project.
While Analyst Market is not a party to the dealings between Professionals and Organizations, we benefit as a third-party from the covenants and agreements they make. As such, we offer assistance in resolving disputes related to such agreements. Dispute mediation through Analyst Market is informal and does not result in binding legal judgments. In the event either party refuses to comply with Analyst Market dispute resolution recommendation, both parties are free to pursue any and all legal actions and remedies available.
- You may end your legal agreement with Analyst Market at any time for any reason by sending an email request to firstname.lastname@example.org deactivate your account. You do not need to specifically inform Analyst Market when you stop using the Services. If you stop using the Services without deactivating your accounts, your accounts may be deactivated due to prolonged inactivity.
- We may suspend or terminate your accounts or cease providing you with all or part of the Services at any time for any reason, including, but not limited to, if we reasonably believe: (i) you have violated these Terms; (ii) you create risk or possible legal exposure for us; or (iii) our provision of the Services to you is no longer commercially viable. If we suspend or terminate your account, we will make reasonable efforts to notify you by email to the email address associated with your account or the next time you attempt to access your account. Any provision or partial provision, such as the provisions regarding the payment of fees, which by its nature would reasonably survive the termination of these Terms shall survive termination.
DISCLAIMERS AND LIMITATIONS OF LIABILITY
Please read this section carefully since it limits the liability of Analyst Market and its affiliates, officers, directors, employees, agents, representatives, partners, and licensors (collectively, the “Analyst Market Entities”). Each of the subsections below only applies up to the maximum extent permitted under applicable law. Some jurisdictions do not allow the disclaimer of implied warranties or the limitation of liability in contracts, and as a result the contents of this section may not apply to you. Nothing in this section is intended to limit any rights you may have which may not be lawfully limited.
- The Services are Available “As-Is”. Your access to and use of the Services or any Content are at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, THE ANALYST MARKET ENTITIES DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. The Analyst Market Entities make no warranty and disclaim all responsibility and liability for: (i) the completeness, accuracy, availability, timeliness, security or reliability of the Services or any Content; (ii) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services or any Content; (iii) the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services; and (iv) whether the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from the Analyst Market Entities or through the Services, will create any warranty not expressly made herein.
- Links. The Services may contain links to third-party websites or resources. You acknowledge and agree that the Analyst Market Entities are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by the Analyst Market Entities of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
- Limitation on Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ANALYST MARKET ENTITIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SERVICES; OR (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE ANALYST MARKET ENTITIES EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS (U.S. $100.00) OR THE AMOUNT YOU PAID ANALYST MARKET, IF ANY, IN THE PAST SIX MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM. THE LIMITATIONS OF THIS SUBSECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT THE ANALYST MARKET ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
- Indemnity. You agree to defend, hold harmless and indemnify the Analyst Market Entities from and against any and all losses, costs, expenses, damages or other liabilities (including reasonable attorneys’ fees and costs) incurred by the Analyst Market Entities arising from or related to any cause of action, claim, suit, proceeding, demand or action brought by a third party against the Analyst Market Entities: (i) in connection with your use of the Services, including any payment obligations incurred through use of the Services; or (ii) resulting from: (A) your use of the Services; (B) your decision to hire a Candidate through the Services; (C) any breach of contract or other claims made by other users of the Services with whom you conducted business through the Services; (D) your breach of any provision of this Agreement; (E) any liability arising from the tax treatment of payments or any portion thereof; (F) your dispute of or failure to pay any invoice or make any other payment; or (G) your obligations to a Candidate, including payment obligations.
- Waiver and Severability. The failure of Analyst Market to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect.
- Controlling Law and Jurisdiction. These Terms and any action related thereto will be governed by the laws of the State of California without regard to or application of its conflict of law provisions or your state or country of residence. All claims, legal proceedings or litigation arising in connection with the Services will be brought solely in the federal or state courts located in San Francisco, California, United States, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum. If you are a federal, state, or local government entity in the United States using the Services in your official capacity and legally unable to accept the controlling law, jurisdiction or venue clauses above, then those clauses do not apply to you. For such U.S. federal government entities, these Terms and any action related thereto will be governed by the laws of the United States of America (without reference to conflict of laws) and, in the absence of federal law and to the extent permitted under federal law, the laws of the State of Delaware (excluding choice of law).
- Headings. The headings herein are for convenience only and are not part of this Agreement.
- No Agency, Partnership, or Joint Venture. This Agreement and any registration for or use of the Site will not be construed as creating or implying any relationship of agency, franchise, partnership or joint venture between you and Analyst Market, except and solely to the extent expressly stated in the Terms of Service.
- Force Majeure. Neither party is liable for any default or delay in the performance of any of its obligations under this Agreement (other than failure to make payments when due) if such default or delay is caused, directly or indirectly, by forces beyond such party’s reasonable control, including without limitation fire, flood, acts of God, labor disputes, accidents, acts of war or terrorism, interruptions of transportation or communications, supply shortages or the failure of any third party to perform any commitment relative to the production or delivery of any equipment, software or material required for such party to perform its obligations hereunder.
Under California Civil Code Section 1789.3, California residents are entitled to the following specific consumer rights information:
- Pricing Information. Current rates for our services may be obtained by calling us at 917-318-9953, by sending an email to email@example.com. We reserve the right to change fees, surcharges, monthly or other periodic subscription fees or to institute new fees at any time as provided in this Agreement.
- Complaints. The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, CA 95814, or by telephone at (916) 445-1254 or (800) 952-5210.
UPDATES TO OUR TERMS OF SERVICE
We may revise the Terms from time to time. The most current version of the Terms will govern your use of the Services and will always be at http://alternatweets.com/terms-and-conditions. If we make a change to the Terms that, in our sole discretion, is material, we will notify you via a prominent notice on the Services or email to the email address associated with your account. By continuing to access or use the Services after those changes become effective, you agree to be bound by the revised Terms.
The Services are operated and provided by Analyst Market, Inc., 415 Jackson St. San Francisco, CA 94111. If you have any questions about the Terms, please contact us at firstname.lastname@example.org.