Terms & Condition

Policy Effective Date: August 20, 2020

 

I. Introduction

Recap Investing Inc. (“Recap”) is an automated investment advisor available online and through mobile applications.

When you use our website and mobile applications you enter into a series of legally binding agreements.

You also agree to our Privacy Policy which covers how we collect, use, share and store your personal information. The provision of advisory services to Recap retail clients if governed by the Client Relationship Summary and client agreements.

A. Purpose

We offer an automated investment service. Should you choose to become our Client, we will manage a diversified, continuously rebalanced portfolio of publicly-traded equity securities, as well as ESG-oriented exchange-traded funds (“ETFs”), commodity focused ETFs and emerging markets ETFs) using factor-diversified investing strategies on your behalf at a very low cost and tax-efficient manner. Our quantitative investment model uses an algorithm (i.e., a set of rules embedded in a computer program) to: (1) identify US-listed stocks and ETFs that meet the client’s sustainability criteria and propose a portfolio based on a client’s answers to an online questionnaire (further described below); (2) identify portfolio investment opportunities; and (3) initiate buy/sell orders for the investment opportunities it has identified.

B. Agreement & Acceptance

When you access recapinvesting.com, our mobile applications, and our other online services and websites (collectively, the “Platform”) as a User (“User”) you are agreeing to be bound by the following Terms of Use, as well as the Recap Privacy Policy and the Copyright and Intellectual Privacy Policy, all which may be updated by us from time to time without direct notice to you. Please do review all of these terms and conditions carefully.

For the purposes of this agreement, a User is an individual who uses our Platform to evaluate our service, or for educational purposes and a Client is an individual who signs our Client Agreement that entitles the Client to have her or his investment portfolio managed by Recap. This Agreement, as well as the Privacy Policy applies to both Users and Clients.

If you choose to become a Client, you will be subject to these Terms and Conditions, our Client Agreement, our Privacy Policy and any additional terms to which you agree when you create and fund an investment account.

II. Obligations

You must be 18 or older to access our website or mobile applications.
You will keep your name and password a secret.
You will not share your account with anyone else.

A. Eligibility

The Platform is intended solely for individuals who are age 18 or older. Any access to or use of the Platform by anyone under 18 is unauthorized, unlicensed, and in violation of Recap’s Terms and Conditions. By accessing or using our Platform, you represent and warrant that you are 18 or older.

Currently, our Platform is only intended for use by persons located in the United States. Recap makes no representation that the Platform is appropriate or available for use outside the United States. Similarly, Recap makes no representations that accessing the Platform from locations outside the United States is legal or permissible under local law.

B. Access your account

In order to access certain features of Recap, you must register to create an account (“User Account”). When you register, you will be asked to choose a password, which you will be required to use to access your User Account. Recap has physical, electronic and procedural safeguards to guard Users’ and Client’s nonpublic personal information (see our Privacy Policy).

You are responsible for safeguarding your password and other User Account information. You agree not to disclose your password to any third party and you will notify Recap immediately if your password is lost or stolen or if you suspect any unauthorized use of your User Account. As a User you agree that you shall be solely responsible for any activities or actions under your User Account, whether or not you have authorized activities or actions.

You agree that the information you provide to us on account registration through our website or mobile applications will be true, accurate, current, and complete.

C. Secured Access

Access to and use of password protected and/or secure areas of the Platform is restricted to authorized users only. Unauthorized persons attempting to access these areas of the website may be subject to legal action.

D. Communications

By creating a User Account, you authorize access and automatically sign up for various types of alerts via email and mobile notifications. When logged in, you may customize, modify and in some cases deactivate alerts by adjusting the settings accordingly.

We will never include your password in these communications, but we may include your name, or email address and information about your portfolio(s) if you are a Client. Anyone with access to your email or mobile device will be able to view these alerts.

You may unsubscribe from marketing emails at any time.

Authorized employees or agents of Recap may monitor and record all or portions of your telephone conversations, emails, text messages, chats and other communications with Recap for quality control, customer service, employee training, security, legal, compliance, and other lawful purposes. You hereby consent to such recording. That consent is ongoing and need not be confirmed prior to, or during, such monitoring or recording, except to the extent applicable law expressly requires otherwise. Recap may also archive your communications with Recap for regulatory and other purposes.

E. Investment Tools and Model Predictions

Reap makes no representation and regarding the likelihood or probability that any actual or hypothetical investment will in fact achieve a particular outcome or perform in any predictable manner. Any historical return information on the Platform does not represent actual performance of any specific investor’s account and may not reflect all factors that could impact such performance for an individual investor. For detailed disclosures and information related to Recap’s presentation of historical return information see here. Past performance is not a guarantee of future success and returns in any period may be far above or below those of a previous period. No representation is being made that any investment will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided. Investing involves risk and investments at Recap may lose value.

The return, composite, and performance information shown on the Platform uses or includes information compiled from third-party sources, including independent market quotations and index information. Recap believes the third-party information comes from reliable sources, but does not guarantee its accuracy.

F. Access and Interference

You agree not to engage in any of the following:

  • Use of any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Platform or any portion of the Platform, other than via software that sends queries to the Platform to index or rank a website for search and location purposes, without Recap’s express written consent, which may be withheld in Recap’s sole discretion.
  • Use or attempt to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Platform, other than the search engines and search agents available through the Platform and other than generally available third-party web browsers (such as Microsoft Explorer).
  • Post or transmit any file which contains viruses, worms, Trojan horses, or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Platform.
  • Attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way making up a part of the Platform.
G. Limitation of Access

deny you access to the Platform, or any portion of the Platform, without notice and without reason. For the avoidance of doubt, your access to and use of the publicly available portions of the Platform shall be governed by these Terms and Conditions, and the provision of any investment advisory and brokerage services shall be governed by the Client Agreements with respect to such services. Notwithstanding the foregoing or anything else in these Terms and Conditions to the contrary, in the event of any conflict between the Terms and Conditions and a Client Agreement, the Client Agreement shall control.

III. Disclaimer and Limit of Liability

Recap is not to be held responsible for any financial insights or recommendations provided to Users.
There are limits of legal liability we have to you.

A. Visitors and Non-Client Users; Educational Purposes Only

You understand and acknowledge that the investment results you could obtain from investment information and financial insights provided by Recap cannot be guaranteed and that Recap cannot be held responsible. All investments entail a risk of loss and that you may lose money. Investment management services may be offered to individuals who become clients, at the sole discretion of Recap. Your election to engage our investment management services are subject to your explicit enrollment and acceptance of the separate Client Agreement and related fee schedule.

You agree and understand that the publicly available portions of the Platform (i.e., the sections of the Platform that are available to individuals who are not party to our Client Agreement) are for educational purposes only and are not intended to provide legal, tax or financial planning advice. In using the publicly available portions of the Platform, you agree that you are responsible for your own investment research and investment decisions, that Recap is only one of many tools that you may use as part of a comprehensive investment education process, that you should not and will not rely on Recap as the primary basis of your investment decisions and, except as otherwise provided herein, Recap will not be liable for decisions/actions you take or authorize third parties to take on your behalf based on information you receive as a User of Recap or information you otherwise see on our Website.

B. Disclaimer Warranties

All products, services, and content on the website are provided AS IS and AS AVAILABLE without warranty of any kind, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purposes, title, non-infringement, security, or accuracy, from Recap.

Recap expressly disclaims all warranties of any kind, express, implied or statutory relating to Recap’s website, content and/or user information, including without limitation the warranties of the title, merchantability, fitness for a particular purpose, non-infringement of proprietary rights, course of dealing or course of performance. Recap disclaims any warranties express, or implied, with regards to the following:

Recap specifically disclaims any duty to update the information on the Platform and it is your responsibility to evaluate the accuracy, reliability, timeliness, and completeness of any information available on the Platform.
Recap does not guarantee that the Platform will operate error-free or that the Platform, its servers, or the content are free of computer viruses or similar contamination or destructive features. If you choose to use the Platform, or rely on the information presented on it, you do solely at your own risk.
Recap disclaims any duty regarding the performance of or accuracy, quality, currency, completeness or usefulness of any information provided by Recap on its website but not limited to information obtained through social media.

No advice of information, whether oral or written, obtained by you from Recap’s Platform, shall create any warranty not expressly stated in this Agreement. If you choose to rely on such information, you do so solely at your own risk.

Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you.

C. Limitation of Liability

NEITHER RECAP NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS SHALL BE LIABLE IN ANY WAY FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, COST OF PROCURING SUBSTITUTE SERVICE, OR LOST OPPORTUNITY) ARISING OUT OF OR IN CONNECTION WITH THE PLATFORM OR THE USE OF THE PLATFORM OR A LINKED WEBSITE (INCLUDING BUT NOT LIMITED TO THE DELAY OR INABILITY TO USE THE PLATFORM OR A LINKED WEBSITE). THIS LIMITATION SHALL APPLY REGARDLESS OF WHETHER THE DAMAGES ARE FORESEEABLE OR WHETHER RECAP HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. IN NO EVENT SHALL RECAP’S CUMULATIVE LIABILITY TO YOU EXCEED U.S. $100.

IV. Termination

Each of us can end this agreement at any time with reasonable notice.
You may request termination of your User Account at any time and for any reason by emailing us at support@recapinvesting.com.

A. Termination of Access to the Platform

Recap reserves the right, in its sole discretion, to terminate or suspect your access to Recap, in our sole discretion, at any time for any reason without notice to you. Further, if we believe, in our sole discretion, that a violation of these Terms and Conditions has occurred, we may take any other corrective action we deem appropriate. We receive the right to investigate suspected violations of these Terms and Conditions. We may seek to gather information from a user who is suspected of violating these Terms and Conditions (or from any other user) and you agree to provide us with such information. We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the entity of anyone posting, publishing or otherwise making available any User information, emails, or other materials that are believed to violate these Terms and Conditions.

Any suspension, termination, or cancellation shall not affect your obligations to Recap under these Terms and Conditions (including but not limited to ownership, indemnification, and limitation of liability), which by their sense and context are intended to survive such suspension.

V. Dispute Resolution

If there is a legal dispute, it will take place in New York Courts under the laws of New York.

A. Indemnification

You agree to indemnify, defend, and hold Recap harmless from any liability, loss, claim and expense, including attorney’s fees, related to your violation of these Terms and Conditions or use of the Platform. Nothing in these terms of use shall affect any non-waivable statutory rights that apply to you. Recap reserves the right to assume the exclusive defense and control (at your expense) of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Recap’s defense of such matter.

B. Choice of Law

All Website activity or use and these Terms and Conditions are governed by the laws of the United States of America and the applicable laws of the State of New York, without regard to conflict of law principles.

C. Agreement to Arbitrate

You and Recap (the “Parties”) agree that any claim or controversy that may arise between you and Recap relating in any way to your use of the publicly available portions of the Platform will be determined by binding arbitration conducted under the auspices of JAMPS pursuant to its Arbitration Rules and Procedures. This arbitration agreement includes any controversy involving the performance, construction or breach of these Terms and Conditions.

You and Recap agree that the arbitration shall apply the substantive law of New York to all state law claims, that limited discovery shall be conducted in accordance with JAMS’ Arbitration Rules and Procedures, and that the arbitrator may not award punitive or exemplary damages, unless (but only to the extent that) such damages are required by statute to be an available remedy for any of the specific claims asserted. In accordance with JAMS’ Arbitration Rules and Procedures, the arbitrator’s award shall consist of a written statement as to the disposition of each claim and the relief, if any, awarded on each claim. The award shall not include or be accompanied by any findings of fact, conclusions of law, or other written explanations of any ruling or award by the arbitrator is severely limited under state and federal law. You acknowledge that you are waiving your right to a jury trial. Judgment upon the award rendered may be entered in any court, state or federal, having jurisdiction and the parties hereto and their respective representatives hereby submit to the jurisdiction of any such court of the purpose of such arbitration and the entering of such judgment.

Any award of the arbitrator or a majority of the arbitrators will be final and binding, and judgment on such award may be entered in any court having jurisdiction. This arbitration provision will be enforced and interpreted exclusively in accordance with applicable federal laws of the United States, including the Federal Arbitration Act. Any costs, attorneys’ fees or taxes involved in confirming or enforcing the award will be fully assessed against and paid by the party resisting confirmation or enforcement of said award.

You agree to the following additional provisions regardless of your place of residence at the time a Controversy arises:

  • You agree that any arbitration hearing will be held in New York, New York;
  • You agree to the personal jurisdiction of the courts located in the State of New York, United States, to interpret and enforce the arbitration provisions described in these Terms and Conditions; and
    All arbitrations will be held in the English language, unless otherwise agreed to by the parties.
  • You agree that this agreement to arbitrate shall be binding on you, your heirs, administrators, representatives, executors, successors and assigns.
D. Class Action Waiver

You agree that any arbitration or proceeding shall be limited to the dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. You agree that you may bring claims against us only in your individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.

E. Assignment

You may not assign these Terms and Conditions (by operation of law or otherwise) without the prior written consent of Recap, and any prohibited assignment will be null and void. Recap may assign these Terms and Conditions or any rights hereunder without your consent.

F. Waiver & Severability

Any waiver of any provision contained in these Terms and Conditions shall not be deemed to be a waiver of any other right, term, or provision of these Terms and Conditions. If any provision in these Terms and Conditions is determined to be wholly or partially invalid, illegal or unenforceable, such provision shall be enforced to the extent it is legal and valid and the validity, legality or enforceability of the remaining provisions shall in no way be affected or impaired thereby.

VI. Miscellaneous
A. Advice May Differ

You understand and agree that we act as an investment advisor for Clients and will continue to do so. We and our personnel may make recommendations and take action for Clients that may differ from the recommendations we give to you or the action we take on your behalf.

In addition, our personnel may take actions for their own accounts based on their own investment situations that may differ from the recommendations we give you or actions we take on our behalf.

B. Platform and Terms Subject to Change

We reserve the right to change these Terms and Conditions by posting a revised agreement. If you don’t agree with these changes, you must stop using the Platform.
The information on the Platform is subject to change without notice. If you don’t agree with these changes, you must stop using Recap. You agree that the only way to provide us legal notice is by emailing us at support@recapinvesting.com.

C. External Links

The Platform links to certain content created by third parties that are not affiliates with Recap. Recap is not responsible for such content and does not endorse or approve it. Such content may contain terms and conditions, privacy provisions, confidentiality provisions, or other provisions that differ from the terms and conditions applicable to the Platform. Recap assumes no responsibility or liability whatsoever for the accuracy, reliability, or opinions contained in such content. If you decide to access such content, you do so at your own risk

D. Conditions of Use

You agree that you will comply with all applicable laws, including, without limitations, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements. You further agree that you will use the Platform solely for your personal, non-commercial use and will not attempt to interfere with the functioning of the Platform in any way.

E. Feedback

Your feedback is welcome and encouraged. You may submit feedback by emailing us at support@recapinvesting.com. You agree, however, that (1) by submitting unsolicited ideas to Recap or any of its employees or representatives, by any medium, including but not limited to email, written, or oral communication, you automatically forfeit your right to any intellectual property rights in such ideas; and (2) such unsolicited ideas automatically become the property of Recap. You hereby assign and agree to assign all rights, title, and interest you have in such feedback and ideas to Recap together with all intellectual property rights herein. In addition, you warrant that all moral rights in any feedback have been waived, and you do hereby waive any such moral rights.

F. Questions

This document constitutes Recap’s complete Terms and Conditions. If you have questions about these Terms and Conditions, you can also contact Recap at 1- 833-MY-RECAP or by email us at support@recapinvesting.com.