Effective Date: July 28th, 2021
Last Updated: July 28th, 2021
Oakheart Capital is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained in this Subscriber Agreement ("Agreement"). Your use of Oakheart Capital and your receipt of any subscription-based services and information made available through Oakheart Capital (the "Information" and the "Service" or "Services") constitutes (i) your agreement to all such terms, conditions and notices; (ii) your agreement to be bound by and comply with this Agreement; and (iii) your consent to the collection, use and disclosure of personal information as described in the Privacy Statement. If you do not agree and consent, you are not authorized to use Oakheart Capital's Information or Services.
Please read the terms and conditions of this Agreement carefully; they impose obligations on you and govern your relationship with Oakheart Capital. By accessing any of the Information or Services, you are acknowledging that you have read and understood the terms and conditions of this Agreement, and agree without limitation or qualification, to be legally bound by, and to comply with them.
Terms and Conditions
1. SYSTEM INTERFACE AND CONFIGURATION
You shall be responsible for obtaining the requisite communication lines and internet connections to interface with Oakheart Capital. You understand and agree that nothing in this Agreement shall be deemed to constitute an undertaking by Oakheart Capital to continue to disseminate the Information in its present form or configuration. Oakheart Capital, in its sole discretion may, from time to time, make modifications to the Information and Service, irrespective of whether such modifications would require changes to be made by you to any device or equipment which receives the Service from Oakheart Capital. You shall bear all risks of failing to make concurrent modifications to your devices and equipment and you acknowledge and agree that neither Oakheart Capital nor its Information Providers (defined as the source from which Oakheart Capital receives the Information made available through the Service) shall be responsible if such changes affect your access to or use of the Service in any way.
2. OWNERSHIP OF SOFTWARE
Software included as part of the Service contains software proprietary to Oakheart Capital and/or to third parties ("Third Party Suppliers") and licensed to Oakheart Capital ("Oakheart Capital Software"). Oakheart Capital and Third Party Suppliers retain title and ownership to the Oakheart Capital Software and all copyright and other intellectual property rights therein. Your receipt of the Service does not constitute a sale of the Oakheart Capital Software or any copy. You agree not to alter, decompile, or disassemble the Oakheart Capital Software.
3. PROPRIETARY RIGHTS: CORPORATE NAMES
You understand and agree that Oakheart Capital and the Information Providers have proprietary rights in certain trademarks, service marks, trade names, corporate names and in the Information that originates on or derives from markets regulated or operated by the Information Providers and in the compilation of Information gathered from other sources (the "Intellectual Property"). You agree not to use such Intellectual Property in any way which would infringe upon the rights of Oakheart Capital and the Information Providers. You agree not to alter, remove, or obscure any copyright notices or other proprietary notices on and in any part of the Service.
4. THIRD PARTY BENEFICIARIES
You agree that the Information Providers have the right to enforce the terms of this Agreement and are specifically intended to be third party beneficiaries hereof.
5. AUTHORIZED USE OF INFORMATION
You are authorized to receive and use the Information solely in accordance with this Agreement. Any other use of the Information by you, including, but not limited to, retransmission or reprocessing, in whole or in part, is prohibited and you agree not to transmit, divulge, or publish any part of the content or substance or in any way provide the Information, or any part thereof, to any other Person, which shall be defined as any natural person, proprietorship, corporation, partnership, or other entity whatsoever.
The Services are only intended for your own individual, internal, personal, non-commercial use, and not on behalf of or for the benefit of any third party, and you shall not use it in any other manner. You shall only use the Services in a manner that complies with all laws that apply to you. If your use of the Services is prohibited by applicable laws, then you aren’t authorized to use the Services. We can’t and won’t be responsible for your using the Services in a way that breaks the law.
Furthermore, you can only use the Services if you:
You shall be solely responsible for maintaining the confidentiality of your password. You shall immediately notify Oakheart Capital of any known or suspected unauthorized use(s) of your account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your username, password or credit card information. You are fully responsible for all usage and activity on your account, including, but not limited to, use of the account by any third party authorized by you to use your username and password. If the computer system on which you accessed the Service is sold or transferred to another party, you warrant and represent that you will delete all cookies and software files obtained by or through use of the Service.
6. User Conduct
6.1 Cheating and Hacking. You agree that you will not, under any circumstances:
6.2 Commercial Activities. You agree that you will not, under any circumstances (except to the extent expressly authorized by the Terms):
6.3 Unauthorized Use or Access. You agree that you will not, under any circumstances:
6.4 General. In connection with your use of Company Properties, you shall not:
7. INFORMATION FROM SUBSCRIBERS
All information provided by you pursuant to this Agreement is being provided at the request of you and the Information Providers. Oakheart Capital shall request any additional information from you required by any Information Providers or their auditors. Failure to promptly provide the requested information shall result in termination of access to the Service until such time as the request is complied with.
8. ACCOUNT SHARING AND DENIAL OF ACCESS
You may not share your Oakheart Capital username and/or password with any third party. We reserve the right to limit access to the Services to one user at a time. Oakheart Capital reserves the right to cancel or deny access to any subscriber who shares their account or, in its sole discretion, to any user without notice.
9. SUBSCRIPTION FEES
The subscription fees for Oakheart Capital are set forth on Oakheart Capital’s website and may be amended at Oakheart Capital's sole discretion from time to time without notice and are payable monthly or annually in advance. Payment shall be accepted by credit card and debit card for monthly subscriptions.
If a trial period is offered, subscriptions are billed upon completion of the trial offer. You must cancel before your trial period has expired in order to prevent automatic and recurring billing of your subscription. If no trial period is offered, you will be billed upon signup and automatically each month or year, as selected, until you cancel. There is a limit of one trial offer per customer.
You agree to provide Oakheart Capital with the right to debit your credit card monthly in advance for all Services provided to you. You may cancel at any time; however monthly subscriptions will run until the next billing cycle. Between the date of cancellation and the next billing cycle, you will still retain access to the plan’s privileges.
You shall be solely responsible for the payment of any taxes, charges or assessments imposed on you or Oakheart Capital, and any penalties or interest thereon, relating to the provision of the Service (except for any income taxes, if any, imposed on Oakheart Capital). If any Services, or payments for any Services, under the Terms are subject to Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to Company, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you will indemnify Company for any liability or expense we may incur in connection with such Sales Taxes. Upon our request, you will provide us with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this section, “Sales Tax” shall mean any sales or use tax, and any other tax measured by sales proceeds, that Company is permitted to pass to its customers, that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.
The initial term of this Agreement shall be the date of acceptance by you of this Agreement as evidenced by your clicking the "Agree" button on Oakheart Capital's website, or the date you actually use the Service, whichever date occurs first, and shall continue until the end of your selected subscription term. Subsequent to the initial term, the term of this Agreement shall automatically be extended for successive additional subscription terms unless terminated by a party hereto or effected by Subscriber cancellation.
14. COMPLIANCE WITH LAWS
You represent and warrant that you are not engaged in, and agree not to engage in, any unlawful transaction or business, and/or will not use or knowingly permit anyone to use the Information and/or the Service for: i) any purpose or in any manner not authorized by this Agreement, or ii) for any unlawful purpose or in any manner not in compliance with the statutes, rules and regulations referenced in Section 5.
15. NO ENDORSEMENT
You understand that neither Oakheart Capital, nor any part of the Service, or any equipment utilized by Oakheart Capital is sponsored or endorsed by any of the Information Providers. Oakheart Capital may contain links to websites operated by parties other than Oakheart Capital. Such links are provided for your convenience only. Oakheart Capital does not control such websites, and is not responsible for their contents. Oakheart Capital's inclusion of links to such websites does not imply any endorsement of the material on such websites or any association with their operators.
16. NO ADVICE OR SOLICITATION
The Information and Services are for informational purposes only and should not be used or construed as an offer to sell, a solicitation of an offer to buy, or an endorsement, recommendation or sponsorship of any company or security by Oakheart Capital, its affiliates, officers, directors, employees or agents. You acknowledge and agree that neither the Information nor any of the Services is intended to supply investment or financial advice. Oakheart Capital offers no advice regarding the nature, potential value, or suitability of any particular security, transaction, investment or investment strategy. You acknowledge and agree that the use of the Information and Services, and any decisions made in reliance upon the Information and Services, are made at your own risk.
17. NO WARRANTIES
Oakheart Capital shall furnish the Service and the Information to you as promptly and accurately as is reasonably practicable, but neither Oakheart Capital nor the Information Providers, their respective affiliates, agents and licensors warrant or guarantee the timeliness, sequence, accuracy or completeness of the Information. FURTHER, WITH RESPECT TO THE INFORMATION AND THE SERVICE, THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OF THE INFORMATION OR SERVICES AVAILABLE THROUGH THE SERVICE. NEITHER OAKHEART CAPITALl, THE INFORMATION PROVIDERS NOR THEIR THIRD-PARTY INFORMATION PROVIDERS AND THEIR RESPECTIVE AFFILIATES, AGENTS OR LICENSORS SHALL BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS OR INJURY CAUSED IN WHOLE OR IN PART BY THEIR NEGLIGENCE OR CONTINGENCIES BEYOND THEIR CONTROL IN PROCURING, COMPILING, INTERPRETING, REPORTING OR DELIVERING ANY INFORMATION OR SERVICE OR BY ANY DELAYS, INACCURACIES, ERRORS IN OR OMISSIONS OF ANY OF THE INFORMATION OR THE TRANSMISSION THEREOF OR IN THE PROVISION OF THE SERVICE. IN NO EVENT WILL OAKHEART CAPITAL, THE INFORMATION PROVIDERS, THEIR THIRD-PARTY INFORMATION PROVIDERS, AND THEIR RESPECTIVE AFFILIATES, AGENTS OR LICENSORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE UPON SUCH INFORMATION OR SERVICE.
18. LIMITATION OF LIABILITY
Neither Oakheart Capital nor the Information Providers and their respective affiliates, agents or licensors, shall be liable to you, or any other person, regardless of the cause (unless resulting from the gross negligence or willful misconduct of Oakheart Capital or the Information Providers) or duration, for any errors, inaccuracies, omissions, or other defects in, or untimeliness or unauthenticity of, the Service or Information, or for any delay or interruption in the transmission thereof to you, or for any Claims or Losses (as defined below) arising therefrom or occasioned thereby. "Claims or Losses" shall be defined as any and all liabilities, obligations, losses, damages, penalties, claims, actions, suits, costs, judgments, settlements, and expenses of whatever nature, including, without limitation, i) direct, indirect, punitive, special, consequential and incidental damages, and ii) administrative costs, litigation costs, and attorneys' and auditors' fees and disbursements. Neither Oakheart Capital nor the Information Providers and their respective affiliates, agents or licensors shall be liable to you or to any other person for indirect, punitive, special, consequential or incidental damages (including, but not limited to, trading losses, loss of profits or anticipated profits, loss by reason of shutdown in operation or increased expenses of operation, cost of cover or other indirect loss or damage) of any nature arising from any cause whatsoever, even if Oakheart Capital, the Information Providers, or their respective affiliates, agents or licensors have been advised of the possibility of such damages. If any or all of Oakheart Capital, the Information Providers and their respective affiliates, agents or licensors are for any reason held liable to you or to any person, the liability of Oakheart Capital, the Information Providers and their respective affiliates, agents or licensors and any other person claiming through, on behalf of, or as harmed by you, is limited to: i) if you continue to receive the Information, a month's credit of any monies paid to Oakheart Capital by you for the period at issue; or ii) if you no longer receive the Information, a refund of any monies due to Oakheart Capital from you for the period at issue.
19. INDEMNIFICATION OF Oakheart Capital
You shall indemnify Oakheart Capital, the Information Providers and each of their respective officers, directors, partners, employees and agents (the "Indemnified Parties") against, and hold the Indemnified Parties harmless from, any and all Claims or Losses imposed on, incurred by, or asserted against the Indemnified Parties as a result of or relating to your non-compliance with any of the terms and conditions of this Agreement and your breach of any of your representations and warranties in this Agreement.
20. DEFAULT BY SUBSCRIBER
If Oakheart Capital determines, in its sole discretion, that i) you are not in compliance with any of the conditions, terms or provisions of this Agreement; ii) any of your representations in this Agreement are untrue; or iii) a petition or other proceeding in bankruptcy, insolvency, or for the appointment of a receiver is filed by or against you, then Oakheart Capital shall have the immediate right, in its sole discretion, to take one or more of the following actions: x) to terminate this Agreement without notice; or y) to pursue such other remedies as it may be entitled to by virtue of or under this Agreement, or at law or in equity.
21. DEFAULT BY Oakheart Capital
If Oakheart Capital has breached or is in default under this Agreement, and such breach or default continues un-remedied for fifteen (15) days after you have given written notice to Oakheart Capital, you shall have the right to take one or more of the following actions; provided, however, that if such breach cannot be remedied by Oakheart Capital in good faith and with due diligence within fifteen (15) days and the failure to so remedy within fifteen (15) days does not cause you to be in violation of applicable laws or regulations or to otherwise materially injure you, then Oakheart Capital shall not be considered to be in default for so long as Oakheart Capital commences such actions as are necessary to remedy such breach within such fifteen (15) day period and thereafter diligently pursues such actions to remedy such breach or default: i) terminate this Agreement; or ii) to pursue such other remedies, as you may be entitled to by virtue of or under this Agreement or at law or in equity.
22. ASSIGNMENT: THIRD-PARTY RIGHTS
This Agreement shall be binding upon and inure to the benefit of the parties and their permitted successors and assigns. You shall not assign this Agreement or any of your rights and obligations hereunder without the prior written consent of Oakheart Capital, which shall not be unreasonably withheld. Oakheart Capital may assign this Agreement and all of Oakheart Capital's rights and obligations hereunder to an affiliate or subsidiary or to the surviving entity in the case of a merger or sale of all or substantially all of the assets of Oakheart Capital, provided however, that such assignment shall not relieve Oakheart Capital of its obligations hereunder.
No amendment shall be binding on Oakheart Capital unless provided in an instrument duly executed by an authorized officer of Oakheart Capital.
24. WAIVER: GOOD FAITH
No failure on the part of Oakheart Capital or you to exercise, or delay in exercising, any right, power or privilege, and no course of dealing with respect to any right, power or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege under this Agreement. The parties hereto shall act in good faith in the performance of their respective obligations under this Agreement and shall act as promptly as is reasonably practicable under the circumstances in granting or denying any consent or approval required hereunder.
25. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between you and Oakheart Capital with respect to the subject matter hereof, and supersedes all prior negotiations, communications, understandings and agreements with respect thereto.
26. CONFLICT RESOLUTION
Please read this Arbitration Agreement carefully. It is part of your contract with Company and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
All notices, approvals, proposals and other communications required or permitted to be given under this Agreement shall be delivered in writing either by personal delivery, e-mail or other similar telecommunications device, or mailed to the appropriate address as described below. Either party may change its address for service or specify a different contact person for purposes of this section by giving notice as provided hereunder. Notices to Oakheart Capital must be sent to: Legal Inc., 651 N. BROAD ST. SUITE 206, Middletown, DE 19709 or to email@example.com. Notices to Subscriber will be sent to the e-mail address provided by Subscriber during Oakheart Capital's sign-up process.
Any section, subsection or other subdivision of this Agreement or any provision of this Agreement which is, or becomes, illegal, invalid or unenforceable shall be severed here from and shall be ineffective to the extent of such illegality, invalidity or unenforceability and shall not affect or impair the remaining provisions of this Agreement.
29. FORCE MAJEURE
In addition to the provisions of Sections 17 and 18, neither you nor Oakheart Capital shall be liable for delay or failure in performance of any of the acts required by this Agreement when such delay or failure arises from circumstances beyond the reasonable control and without the gross negligence or willful misconduct of you or Oakheart Capital, respectively. Such causes may include, without limitation, acts of God, acts of government in its sovereign or contractual capacity, acts of public enemy, acts of civil or military authority, war, riots, civil strife, terrorism, blockades, sabotage, rationing, embargoes, epidemics, earthquakes, fire, flood, quarantine restrictions, power shortages or failures, utility or communication failure or delays, labor disputes, strikes, or shortages, supply shortages, equipment failures, or software malfunctions. The time for performance of any act delayed by such events may be postponed for a period equal to the period of the delay.
The provisions of Sections 2, 3, 7, 14, 16, 17, 18, 19, 24, 25, 26, 27, 28 and 29 shall survive the completion of performance or any termination of this Agreement.
31. CHANGE OF AGREEMENT TERMS BY Oakheart Capital
Oakheart Capital reserves the right to change the terms of this Agreement, including the associated Subscriber fees, without notice to you.
32. AGREEMENT EFFECTIVE DATE
The effective date of this Agreement shall be the date of acceptance by you of this Agreement as evidence by you clicking the "Agree" button on the website, or the date you actually use the Service, whichever occurs first.