EQ Insight Terms of Use
You may use EQ Insight, a Service offered by Equiniti Trust Company, LLC (“Equiniti”), in accordance with these Terms of Use (and any User Guidance which we may issue from time to time) to access a number of services (as set out on the Website from time to time) in relation to companies for which we act as Transfer Agent. In order to access these services, you will need to apply to use EQ Insight and register for those services that you wish to have access to. You will not be able to access a service that forms part of EQ Insight until we have verified that you are entitled to access that service.
A Service may be used through the EQ Insight portal only after: (a) you agree to these Terms of Use; (b) your company accepts the Online Services and EQ Insight Agreement, if applicable, and/or other agreement(s) required to receive the Service; and (c) you or your company accepts the application forms, instruments, rules, standards, policies, instructions, and other documents and forms required to receive and use the Services (the "Service Forms").
You agree to use the EQ Insight portal and the Services through the EQ Insight portal only as provided in: (a) these Terms of Use; (b) the Service Forms; (c) the rules; procedures, standards, requirements, and policies made applicable to the Services from time to time by Equiniti and its Affiliates; (d) any instructions, terms, or conditions appearing on a screen at the EQ Insight portal when you use the Services; (e) any state and federal laws and regulations applicable to the Services, and (f) with respect to funds transfer Services, the rules and regulations of any funds transfer system used in connection with such Services.
OUR USE OF YOUR INFORMATION
By accessing the EQ Insight portal and using the Services you understand and agree that Equiniti or its Affiliates may collect and retain certain information and use that information to market products and services to you. The type of information Equiniti or its Affiliates may collect, retain and use includes, but is not limited to, your name, address, phone number, email address, and the IP address of the computers(s) and device(s) you use to access the EQ Insight portal. The information may be stored in the United States or other countries, and is protected in accordance with Equiniti information security standards. Please see our privacy policy.
You agree that Equiniti or its Affiliates may send you email messages to the email address you have provided to us or to your message center within the EQ Insight portal. If you have provided us with a phone number, you agree that Equiniti or its Affiliate may use auto-dialers to call or text you at the phone number you have provided, even if it is a cell phone number.
You authorize your wireless operator (AT&T, Sprint, T-Mobile, US Cellular, Verizon, or any other branded wireless operator) to use your mobile number, name, address, email, network status, customer type, customer role, billing type, mobile device identifiers (IMSI and IMEI) and other subscriber status details, if available, solely to allow verification of your identity and to compare information you have provided to Equiniti with your wireless operator account profile information for the duration of the business relationship.
All information on or available through this website is protected by applicable copyright law. Unless otherwise stated in writing, no one has permission to copy, display, distribute, republish, or create derivative works from such information in any form.
By using the EQ Insight portal you acknowledge and agree that Equiniti or its Affiliates may place cookies on the computer(s) or device(s) you use to access the EQ Insight portal. Cookies help us confirm your identity and help us keep your transactions secure when you do online transactions. We also use cookies for various purposes such as maintaining continuity during an online session, gathering data about your use of the EQ Insight portal and other websites, or optimizing the performance of the EQ Insight portal.
If you do not agree with how we may use your information, you may revoke your consent at any time by discontinuing your use of the EQ Insight portal and notifying Equiniti.
SECURITY AND ACCESS
To ensure that only you are able to access and use EQ Insight, you must keep strictly to these security procedures.
- You must ensure that you do not choose passwords that are likely to be guessed by anyone attempting to access EQ Insight pretending to be you and you must not record your login credentials in a way which could make them recognizable by anyone else.
- You must take all reasonable steps to ensure that your login credentials remain secret and you may not disclose them to anyone else or allow anyone to access EQ Insight on your behalf.
- You must not leave Your System unattended while you are connected to EQ Insight.
- If you suspect that your login credentials are no longer secret or may be misused, you must notify your Relationship Manager or usual contact at EQ Shareowner Services immediately.
- You must not access EQ Insight from a local area network without first making sure that no one else will be able to observe or copy your login credentials or get access to EQ Insight claiming to be you.
- You must comply with any requirements that are designed to protect the security of EQ Insight and which we may notify to you from time to time.
HARDWARE
In order to access and use EQ Insight your system must comply with the standards set out from time to time in the “Technical Help” section of the Website.
You must take all reasonably practicable measures to ensure that your system is free of any computer virus and is adequately maintained in every way. EQ Insight can be accessed through the Internet, a public system over which we have no control, and you must therefore ensure that Your System is adequately protected against acquiring a virus.
You must not access EQ Insight using any computer or other device that you do not own unless you have first obtained the owner’s permission. If you break this rule, you must compensate us for any loss we may suffer as a result.
We cannot be responsible for:
- any internet access services through which you access EQ Insight that are not controlled by us; and
- any loss you may suffer as a result of your using such an internet access service. You must comply with all the terms and conditions of such an internet access service and pay all the charges connected with it.
We are granting you a non-exclusive, non-transferable, temporary license to use EQ Insight for the purpose of accessing EQ Insight, and for no other purpose. EQ Insight contains valuable information that belongs to others or to us. You must not, and you must not permit any third party to:
- use EQ Insight except in connection with operating EQ Insight;
- take copies of, sell, assign, lease, sub-license or otherwise transfer EQ Insight to any third party;
- try to decompile, reverse engineer, input or compile any of EQ Insight ; or
- disclose confidential information comprised in EQ Insight to any third party.
If you access EQ Insight from a country outside the United States, you are responsible for complying with the local laws of that country, including obtaining any license needed for the import of EQ Insight into that country and agree that you will compensate us for any loss we may suffer as a result of your failure to comply with this obligation.
CONTENT AND FINANCIAL INFORMATION
Some content on this website may be supplied by companies that are not affiliated with Equiniti or any of its Affiliates ("Third Party Content"). Third Party Content is provided for informational purposes only and Equiniti specifically disclaims any responsibility for Third Party Content. THE THIRD PARTY CONTENT IS PROVIDED ON AN "AS-IS" BASIS AND USE OF THIRD PARTY CONTENT IS AT YOUR OWN RISK.
The posting of any financial market data, quotes, news, research, or other financial information (collectively, "Financial Information") on the EQ Insight portal will not be a recommendation by Equiniti or any Affiliate that any particular Service or transaction is suitable or appropriate for you or your company.
OPERATING TIMES, CHANGES OR DISRUPTIONS
EQ Insight will usually be available for use 24 hours a day or such other times as we may notify to you. Although all reasonable efforts will be made to ensure that this is the case, you acknowledge that routine maintenance requirements, excess demand on EQ Insight and circumstances beyond our control may mean that it is not always possible for EQ Insight to be available during these normal operating hours.
CHARGES FOR USE OF EQ INSIGHT
There are charges (as set out on the Website from time to time) for using particular services that are accessed via EQ Insight.
We are entitled to introduce and vary any charges for use of EQ Insight and services accessed via EQ Insight by giving you at least [30] days’ notice. Provided that we give you such notice, you will be liable to pay any such charges unless you cancel your right to access and use EQ Insight.
For the avoidance of doubt, the references to charges are only to charges for providing EQ Insight, and do not apply to any services that we may provide in response to a specific request made by you, for which we reserve the right to make an additional charge.
LIMITS OF LIABILITY
NEITHER EQUINITI NOR ANY AFFILIATE MAKES ANY EXPRESS OR IMPLIED WARRANTY AS TO THE AVAILABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE EQ INSIGHT PORTAL, THE FINANCIAL INFORMATION, OR THE SERVICES. NEITHER EQUINITI NOR ANY AFFILIATE MAKES ANY OTHER WARRANTY, PROMISE, COMMITMENT, GUARANTEE, OR REPRESENTATION WITH RESPECT TO THE EQ INSIGHT PORTAL, THE FINANCIAL INFORMATION, OR THE SERVICES EXCEPT THOSE WARRANTIES, PROMISES, COMMITMENTS, GUARANTEES, OR REPRESENTATIONS SPECIFICALLY STATED IN THE SERVICE FORMS.
Neither Equiniti nor any Affiliate will be liable to you for any direct damages or losses suffered or incurred by you in connection with the EQ Insight portal, the Services, any Financial Information, any other information you receive through the portal, or any failure to provide, or delay in providing, access to the portal, any Service, or any Financial Information, except to the extent such damages or losses arise directly from the established gross negligence or willful misconduct of Equiniti or an Affiliate. Notwithstanding any provision of these Terms of Use or any Service Form to the contrary, IN NO EVENT WILL EQUINITI OR ANY AFFILIATE HAVE LIABILITY FOR ANY CONSEQUENTIAL, SPECIAL, PUNITIVE, OR INDIRECT DAMAGES OR LOSSES WHETHER ANY CLAIM FOR SUCH DAMAGES OR LOSSES IS BASED ON TORT OR CONTRACT OR WHETHER EQUINITI OR ANY AFFILIATE KNEW OR SHOULD HAVE KNOWN THE LIKELIHOOD OF SUCH DAMAGES IN ANY CIRCUMSTANCE.
IF YOU BREAK A TERM OF THESE TERMS OF USE
You must compensate us for any loss that we may suffer as a result of your breaking a term of these Terms of Use. We may also cancel your right to use EQ Insight without notice.
TERMINATION OF EQ INSIGHT
You may cancel your right to access and use EQ Insight at any time by giving us notice in writing. On receipt of this notice we will revoke your authority to access EQ Insight.
- We may terminate or suspend your access to and use of EQ Insight at any time. We will try to give you at least [30] days’ notice of such termination or cancellation, but may give you a shorter notice period or none at all if we consider this to be reasonable or necessary because of (by way of example, but without limitation) concerns about the security of EQ Insight.
- We are entitled to end your right to access and use a service that provides access if the company objects to your ability to access and use that service. In such a case you must take up any complaint directly with the company.
LIMITATIONS OF SERVICE
The information of a company that you may be able to access using EQ Insight will be updated as soon as practicable. It will not show variations since that time (for example, as a result of any sales, purchases, scrip dividends, dividend reinvestment plan purchases or rights issues), and the information itself will not always be immediately updated in relation to all share acquisitions, sales or transfers.
THE VALIDITY OF THE TERMS OF USE
Any provision of these Terms of Use which is held by any competent authority to be invalid, void, voidable, unenforceable or unreasonable (either in whole or in part) shall to extent of such invalidity, voidability, unenforceability or unreasonableness be deemed to be severable and the other provisions of these Terms of Use and the remainder of such provision shall not be affected.
CHANGES TO THESE TERMS OF USE
We may change these Terms of Use at any time by displaying a message on the Website or by giving you notice either in writing or by e-mail to your e-mail address. We will try to give you as much notice as possible of any change in these Terms of Use, which will normally be at least [30] days’ notice, but may give a shorter period of notice or no notice at all if we consider that this is reasonable or necessary.
When we have given you notice of any change to these Terms of Use, we will treat your continued use of EQ Insight after expiration of any notice period as your acceptance of the change.
YOUR ADDRESS
You must notify us of any change in your e-mail address.
COMMUNICATIONS BETWEEN US
You may communicate with us via your Relationship Manager or usual contact at EQ Shareowner Services.
- Although Communications given using EQ Insight are intended to be secure, electronic mail and communications are not a completely reliable or secure method of communication.
- If we need to send you a notice, we may use the e-mail address that we have recorded for you from time to time.
DATA PROTECTION AND PRIVACY POLICY
You and we warrant to each other that, in relation to these Terms of Use and EQ Insight generally, each has complied and will continue to comply with any applicable data protection laws, rule or regulations, and will not (so far as practicable) knowingly do or permit anything to be done that may lead to a breach by the other party.
THE LAW GOVERNING THESE CONDITIONS OF USE
Minnesota law will govern these Terms of Use. Both you and we agree to submit to the jurisdiction of the state and/or federal courts located in the state of Minnesota in relation to any dispute arising out of or in connection with these Terms of Use.
NO THIRD PARTY BENEFICIARIES
No person other than you or us has any right to enforce any term of these Terms of Use.
DEFINITIONS:
“Affiliate(s)” means the parent company of Equiniti, Equiniti Group plc, and any present or future company that controls, is controlled by, or is under common control with Equiniti Trust Company, LLC.
“Login Credentials” means (as the context permits) all or any of your User ID and your Password
“EQ Insight” means the services we offer as notified to you or set out on the Website from time to time
“We/us/our/EQ Shareowner Services” refers to Equiniti Trust Company, LLC, part of the Equiniti group of companies
“Website” means the website (currently www.equiniti.com), as updated from time to time, through which you may access EQ Insight
“Working Day” means any day when we are open for normal business except a Saturday, Sunday or bank or public holiday
“Your System” means the electronic equipment used by you to access EQ Insight.