Terms of Use

INTRODUCTION

ClientReferrals.com Inc. (“we”, “us”, “our”, "ClientReferral.com") welcomes you to the ClientReferrals.com website (the "Website"). The Website is designed to streamline the referral process by providing an online system that allows approved members (“Members”) from around the world to connect potential investors (“Clients”) with products and services provided by third parties (“Product Partners”) available in multiple jurisdictions.

Please read the following terms and conditions of use (“Terms of Use”) before using the Website. By accessing and using the Website (either as a visitor, Member or Product Partner), you agree to be bound by all the Terms of Use set forth herein. If you do not agree with these Terms of Use, you cannot access or use our Member’s section of the website. A copy of these Terms of Use may be downloaded, saved and printed for your reference.

The Website helps make the referral transactions easier; ClientReferrals.com is NOT a securities broker/dealer, a real estate broker/dealer or an investment advisor. All information contained on our Website should be independently verified with the companies providing the product/service. Investors should always conduct their own research and due diligence and consider obtaining professional advice before making any investment decision. As a condition to accessing the Website, you agree to our Terms of Use [https://ClientReferrals.com/page/terms-of-use], including without limitation all disclaimers of warranties and limitations on liability contained therein.

OWNERSHIP / RESTRICTIONS ON USE

The Website is owned and operated by ClientReferrals.com. Any text, data, graphics, photographs, images, audio, video, software, trademarks, service marks, trade names and other information, visual or other digital material, software (including source and object codes) and all other content of any description available on the Website (collectively, the “Content”) are proprietary to ClientReferrals.com, its affiliates and/or third-party licensors.

Except as set forth herein, you may not use, modify, copy, reproduce, publish, post, transmit, distribute, display, perform, create derivative works from, transfer, sell or otherwise benefit from any Content without the express prior written consent of ClientReferrals.com. Reproduction of the Content, in whole or in part, for resale or distribution is strictly prohibited except with the prior written permission of ClientReferrals.com.

MEMBERSHIP

Eligibility: To be eligible to become a Member of the Website, you must have reached the age of majority in your jurisdiction of residence and be capable of forming legally binding contracts under applicable law. When you apply to become a Member of the Website, we will request certain information about you, such as your contact information and information about your company. By providing us with such information you represent and warrant that you have obtained the requisite consent of any third parties to provide us with such information.

Registration & Passwords: When you apply to become a Member, you may be asked to complete an online registration form. In consideration for your use of this Website and the services provided on it, you agree to provide true, current, complete and accurate information as requested on any registration form to which this Website may direct you, and to update that registration information as soon as possible after any information on such registration form changes.

You may also be asked to create a user name and password. You agree not to allow any third party to access this Website using your Member user name and password and you alone are responsible for keeping that user name and password confidential, and for any and all activity that occurs on this Website under such password or user name. You agree to immediately notify ClientReferrals.com as soon as you become aware of any unauthorized use of your password or user name or any other breach of security.

Approval/Termination: Once we have reviewed your application, you will receive notification from us informing you as to whether your membership has been approved.  Members will be approved in our sole discretion, which decision shall be final and binding without liability or appeal.

Upon approval as a Member you will be granted full access to this Website, which will allow you to browse the complete range of products and services offered by our Product Partners. The referral fees offered by each Product Partner are also available once you become a Member. You will then be permitted to connect Clients directly with such Product Partners by providing their information for referral. By providing such information, you represent and warrant that you have obtained the requisite permission from such Clients to provide the Product Partner with their information.

A Member is approved in perpetuity until such time as the Member deletes his account or is otherwise terminated pursuant to these Terms of Use. As a Member you may delete your account at any time and for any reason. ClientReferrals.com may terminate a Member at any time and for any reason whatsoever including, without limitation, if a Member has provided any untruthful or inaccurate information, is deemed to be acting in an unprofessional manner, is acting without license or authorization, as applicable, has breached any of these Terms of Use, or for any other reason in our sole discretion. If you delete your Member account or are terminated by us, your account will be closed and you will no longer be able to access your account information or make referrals on this Website. Members will be entitled to receive the Member Commission (defined below) for referrals made prior to the effective date of termination (see Commissions below); provided, however, that Members will not be entitled to receive any Member Commission for any referrals in the event a Member has engaged, or is suspected of engaging, in fraudulent, negligent, untruthful or otherwise unprofessional activity, in ClientReferrals.com’s sole discretion. In the event a Client, who was referred prior to the effective date of termination, makes or continues to make additional purchases of products or services from a Product Partner after the effective date of termination, the Member will not be entitled to the Member Commission in respect of those future transactions.

Referrals: Upon referring a Client to a Product Partner, the Member is providing consent for such Product Partner to contact the Member directly and/or the Member’s Client directly with more information about the particular product or service being offered. As a Member, you agree to inform Clients of any and all activities undertaken on their behalf and to obtain their consent before providing their information to a Product Partner. You understand and agree that ClientReferrals.com is only offering a referral service and is in no way liable, and you agree to hold ClientReferrals.com harmless, from and against any and all action or non-action of any of the Product Partners or the performance or lack thereof of any products or services purchased from Product Partners. In furtherance of the foregoing, ClientReferrals.com does not guarantee that by providing the referral service any transaction between a Member and/or the Member’s Clients will be concluded with any Product Partners. ClientReferrals.com is not affiliated with and does not represent or endorse any of the Product Partners or provide any warranty or guarantee about any of the products or services provided on the Website. ClientReferrals.com does not review or approve and is not liable for any statements, claims or representations made by the Product Partners about any product or service and is in no way responsible for the outcome of any transaction as a result of a referral made via the Website. All transactions will be subject to these Terms of Use, the additional terms and conditions disclosed on the Website at the time of the referral, and as approved and negotiated between you and/or the Client and the Product Partner.

Representations and Warranties of the Member: As a Member you represent and warrant that you have the requisite authority to act on behalf of the referred Clients in respect of the transactions. Members will not enter into any agreement that is inconsistent with these Terms of Use. As a Member, you further represent and warrant that you will operate in compliance with all applicable laws, rules and regulations as they may apply to you and/or your business. Members agree not to use or disclose the personal information of any third parties (including any of the Member’s own Clients) without their consent. Members further agree to maintain the confidentiality of all dealings on behalf of a Client including, without limitation, any information about any Product Partners or their products or services, or the terms and conditions of any transaction arranged or concluded via the Website, even after your membership has been terminated. Members represent and warrant that they will not contact any Product Partner introduced to them via the Website in an effort to conclude a transaction that would eliminate ClientReferrals.com’s involvement. In this event, Product Partners are contractually bound to immediately inform ClientReferrals.com and this will result in automatic termination of the Member and the Member will not be entitled to receive the Member Commission for any referrals made prior to the effective date of termination.

Commissions: In consideration for using the Website and referring Clients to the Product Partners, and provided you are not in breach of these terms and conditions, as an approved Member you will be entitled to receive a commission (“Member Commission”) in respect of transactions initiated by you and that are concluded between the referred Client and a Product Partner. The amount of the Member Commission earned by the Member will be disclosed on the Website at the time you make the referral. The amount shown on the Website is inclusive of all taxes and fees (such as, but not limited to, banking fees). Such taxes and fees are payable by the Member and may be withheld by the Product Partner and/or ClientReferrals.com at the time of payment, if required. By making a referral you agree to accept the amount of the Member Commission indicated on the Website. Prior to a referral being made, we reserve the right to change the amount of the Member Commission available in connection with a product or service at any time and without notice. Members will not be entitled to any Member Commission where a referral is made but no transaction is concluded.

Nothing in these Terms of Use shall require ClientReferrals.com to make any payment of any amount measured by compensation payable to a Member from any Product Partner, unless and to the extent that such compensation is actually paid to and received by ClientReferrals.com; provided, however, that to the extent that any such amount is not paid to ClientReferrals.com due to (i) any right of offset or claim asserted against ClientReferrals.com or any entity or party affiliated with ClientReferrals.com as a result of any matter not pertaining to these Terms of Use, or (ii) any claims asserted against ClientReferrals.com by any person or corporation or entity affiliated with ClientReferrals.com, ClientReferrals.com shall be liable to pay compensation otherwise due hereunder to the same extent as would have been the case in the absence of such offset or claim.

Refunds: In the event that ClientReferrals.com is required to provide any refunds or adjustments with respect to a Product Partner’s commission payments and on the basis of which any Member Commission has been paid to or on behalf of the Member, the Member shall refund its proportionate share thereof on the proportionate amount received by the Member immediately upon demand if ClientReferrals.com then shall hold insufficient funds owing to the Member for purposes of offset. Otherwise, said amount shall be applied by ClientReferrals.com in offset against any then-existing amounts due to the Member hereunder. Before ClientReferrals.com exercises any right of offset or makes any demand for a refund hereunder, ClientReferrals.com shall provide to the Member evidence supporting the basis of such offset or refund and the computation of such refund or offset amount.

Termination: Upon termination by either party, the Member acknowledges that Member Commissions will be paid to the Member only for transactions with Product Partners that are: a) concluded prior to the termination, b) the subject of an offer made to the Member or such Member’s Client prior to termination, or c) for which a Member’s Client has been referred prior to termination; provided, however, that Members will not be entitled to receive any Member Commission for any referrals or transactions in the event a Member has engaged, or is suspected of engaging, in fraudulent, negligent, untruthful or otherwise unprofessional activity, in ClientReferrals.com’s sole discretion. Upon termination ClientReferrals.com may provide a list of all Client referrals made by the Member up to the date of termination and/or a list of all concluded transactions for which the Member is to be entitled to Member Commissions.

Members may be required to execute such further agreements and/or documents as required by ClientReferrals.com to confirm any of these Terms of Use and/or the representations and warranties made herein at any time provided such agreements and documents are consistent with these Terms of Use.

CODE OF CONDUCT

As a condition of your membership and/or use of this Website, you agree to abide by all applicable federal, provincial, territorial and other laws and regulations.

In addition, without limiting the foregoing, you agree not to:

a)    upload, post, e-mail or otherwise transmit any material that:

i)      constitutes unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;

ii)     infringes any patent, trade-mark, trade secret, copyright or other proprietary or privacy rights of any party;

iii)    is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, racially, ethnically or otherwise objectionable; or

iv)    contains any form of destructive software such as a virus, worm, Trojan horse, time bomb, cancelbot, or any other harmful components or any other computer file, program or code, designed to interrupt, destroy or limit the functionality of any computer software, hardware or telecommunications equipment;

b)  harvest or otherwise collect or store any information (including personally identifiable information) about other users of the Website, including e-mail addresses, without the express consent of such users;

c)   for the purpose of misleading others, create a false identity of the sender or the origin of a message, forge headers or otherwise manipulate identifiers in order to disguise the origin of any material transmitted through the Website;

d)  impersonate any person or entity, including, but not limited to, a ClientReferrals.com employee or falsely state or otherwise misrepresent your affiliation with a person or entity;

e)   attempt to gain unauthorized access to the Website, other computer systems or networks connected to the Website, through password mining or any other means;

f)      interfere with or disrupt networks or servers connected to the Website or violate the regulations, policies or procedures of such networks;

g)  use, download or otherwise copy, or provide to any person or entity any Website users directory or other user or usage information or any portion thereof other than in the context of your use of the Website.

The foregoing is hereinafter collectively referred to as the “Code of Conduct”.

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MARKETING FEE

By providing this referral platform, ClientReferrals.com is entitled to a marketing fee in connection with each concluded transaction. This fee is obtained directly from the Product Partners and will NOT be deducted from the Member Commission amount posted on our platform.

CONFIDENTIALITY

Except as required by applicable laws, you may not in any way transfer to any third party or use in direct or indirect competition with either ClientReferrals.com, any of the Product Partners, or any of their affiliates or other representatives, any information relating to their business or to their Clients, including, without limitation, the terms and conditions of these Terms of Use, technical information, data, marketing tools, business plans, all information provided by either party from time-to-time.

LINKING

We may offer links on the Website to websites owned and operated by third-parties including, without limitation, the websites operated by our Product Partners. We provide these links as a convenience to our Members and visitors to assist with the referral process. We do not review the content of such websites, and neither endorse, nor are responsible for, any content, advertising, products, services or other materials on or available from such third party websites. You assume full responsibility for your use of third party websites. Such websites may be governed by terms and conditions different from those applicable to this Website, and we encourage you to review the terms and privacy policies of those third parties before using their websites.

NO WARRANTIES

Although we strive to update and keep accurate as much as possible the Content contained on the Website, errors and/or omissions may occur.

ACCORDINGLY, YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK. ALL CONTENT INCLUDED ON OR AVAILABLE THROUGH THE WEBSITE IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WE DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THIS SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT YOUR ACCESS TO THE WEBSITE WILL BE UNINTERRUPTED; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR THAT THE CONTENT IS TIMELY, SECURE OR ERROR-FREE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CLIENTREFERRALS.COM DISCLAIMS ALL WARRANTIES WITH RESPECT TO ITS PRODUCTS AND SERVICES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.

PRODUCTS AND SERVICES DISPLAYED ON THE WEBSITE ARE OFFERED BY THIRD-PARTIES AND MAY NOT BE AVAILABLE AT ALL TIMES. PRODUCTS, SERVICES AND PRICES MAY BE CHANGED, AND PRODUCTS OR SERVICES SUBSTITUTED OR DISCONTINUED AT ANY TIME. WHILE WE ATTEMPT TO PROVIDE AN ACCURATE DESCRIPTION OF ITEMS AVAILABLE FROM THIRD-PARTIES, WE DO NOT WARRANT THE ACCURACY, COMPLETENESS, RELIABILITY OR CURRENCY OF SUCH DESCRIPTIONS.

LIMITATIONS OF LIABILITY

UNDER NO CIRCUMSTANCES WILL CLIENTREFERRALS.COM BE LIABLE FOR ANY LOSS, INJURY, CLAIM, LIABILITY OR DAMAGE OF ANY KIND RESULTING FROM YOUR USE OF, OR INABILITY TO USE, THE WEBSITE, ANY CONTENT, OR ANY PRODUCTS OR SERVICES SOLD BY THIRD-PARTIES THROUGH THE WEBSITE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CLIENTREFERRALS.COM DISCLAIMS ALL RESPONSIBILITY FOR ANY LOSS, INJURY, CLAIM, LIABILITY OR DAMAGE OF ANY KIND, INCLUDING DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, LEGAL FEES AND EXPENSES) RESULTING FROM, ARISING OUT OF OR IN ANY WAY RELATED TO YOUR USE OF THE WEBSITE, THE CONTENT, OR THE PRODUCTS OR SERVICES SOLD BY THIRD-PARTIES THROUGH THE WEBSITE. SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. ACCORDINGLY, THE EXCLUSIONS AND/OR LIMITATIONS MAY NOT APPLY TO YOU.

INDEMNIFICATION

By using the Website, you agree to defend, indemnify and hold harmless ClientReferrals.com, its licensors and partners and their respective employees, officers, directors, or agents from any and all claims, liabilities, costs and expenses, including, without limitation, reasonable legal fees and other legal expenses, whether in tort, contract or otherwise, relating to or arising out of your use of this Website, connection thereto, products or services purchased on or through our Website or any alleged violation by you of these Terms of Use, including, without limitation, the Code of Conduct.

PRIVACY

ClientReferrals.com respects your right to privacy of your and the Client’s personal information.  Please review our Privacy Policy [https://ClientReferrals.com/page/privacy-policy] for details on the manner in which we collect, use, disclose and otherwise manage your personal information.

CHANGES AND TERMINATION

ClientReferrals.com reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part thereof) with or without notice. Further, ClientReferrals.com reserves the right to change these Terms of Use at any time and to notify you by posting an updated version of the Terms of Use on this Website. You are responsible for regularly reviewing the Terms of Use, including, without limitation, by checking the date of “Last Update” at the bottom of this document. Continued use of the Website after any such changes shall constitute your consent to be bound by such changes, with continued use of the Website constituting consideration from ClientReferrals.com to you for so being bound. Your only right with respect to any dissatisfaction with (1) these Terms of Use (2) any policy or practice of ours in operating the Website or (3) any Content available through the Website, is to stop visiting and using the Website or to delete your Member account.

APPLICABLE LAWS

These Terms of Use shall be governed by and construed and interpreted in accordance with the laws of Panama. If any provision of the present Terms of Use shall be unlawful, void, or for any reason unenforceable, then such provision shall be severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

All disputes shall be submitted to the International Court of Arbitration of the International Chamber of Commerce and shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by one or more arbitrators appointed in accordance with the said Rules.

These Terms of Use and any and all other legal notices or statements posted on the Website constitute the entire agreement between you and ClientReferrals.com with respect to the use of the Website, including the Content.

NOTICE

Notices to you may be made via e-mail or regular mail, or in cases of changes to these Terms of Use or to the services offered by the Website, by posting notices or links to such notices on the Website itself.

If you have any questions or comments regarding these Terms of Use please contact us at info@ClientReferrals.com.

Last Update: January 15, 2014.

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