Last Updated: January 2021
This online networking and mentoring platform (“Site”) is owned and operated by Infobase Holdings, Inc. (d/b/a “Firsthand”). The specific features and functionality of the Site are to be determined solely by Firsthand and are subject to change or termination at any time, for any reason, and without notice.
YOU AGREE THAT BY USING THIS SERVICE YOU ARE: (A) AT LEAST 16 YEARS OF AGE AND YOU ARE LEGALLY ABLE TO ENTER INTO A CONTRACT AND (B) IF YOU ARE RECEIVING PAYMENT FOR YOUR SERVICES ON THE PLATFORM, THAT YOU ARE LEGALLY AUTHORIZED TO WORK IN THE COUNTRY FROM WHICH YOU ARE OFFERING SERVICES
This Agreement contains all the terms and conditions between you (“Advisor”) and Firsthand. Your use of Firsthand as an Advisor implies your acceptance of the terms and conditions of this Agreement.
Definition of Service
Firsthand provides a platform where an Advisor may present his or her expertise and opportunities and offer, for free or for a fee, online consultations to interested users (“Advisees”) from Firsthand or its affiliates. Firsthand makes no representation or warranty whatsoever as to the willingness or ability of Advisees to pay for any advice given by the Advisor. However, payment will be gathered in advance of all consultations.
Disclaimer of Warranty and Limitation of Liability
THE ADVISOR ACKNOWLEDGES AND AGREES THAT FIRSTHAND IS BEING PROVIDED FOR USE AS IS, AND THEREFORE ADVISOR WILL NOT HAVE ANY PLEA, CLAIM OR DEMAND VIS-A-VIS FIRSTHAND IN RESPECT TO FIRSTHAND’S ADVISEE, PROPERTIES, LIMITATIONS OR COMPATIBILITY WITH THE ADVISOR’S NEEDS. THE USE OF FIRSTHAND IS ACCORDINGLY BEING MADE AT THE ADVISOR’S SOLE AND ENTIRE RISK, WITHOUT WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPATIBILITY, SECURITY OR ACCURACY. FIRSTHAND EXPRESSLY DISCLAIMS ALL WARRANTIES FOR INFORMATION POSTED OR TRANSMITTED BY ITS ADVISEES. IF AN ADVISOR DECIDES TO PROVIDE ADVISOR’S SERVICES THROUGH THE USE OF FIRSTHAND, ADVISOR MUST EXERCISE A REASONABLE STANDARD OF CARE, AT LEAST THE SAME AS ADVISOR WOULD IN A SIMILAR TRANSACTION NOT CONDUCTED THROUGH THE INTERNET OR THE STANDARD OF CARE MANDATED BY HIS OR HER PROFESSION, WHICHEVER IS HIGHER. THE ADVISOR SHALL NOT HAVE ANY PLEA, CLAIM OR DEMAND AGAINST FIRSTHAND, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES, SUB-CONTRACTORS AND AGENTS IN RESPECT OF ANY SERVICES ADVISOR DECIDES TO PROVIDE IN CONNECTION WITH THE USE OF FIRSTHAND. FIRSTHAND WILL NOT BE DEEMED THE PROVIDER OR RECIPIENT OF ANY SERVICES ACQUIRED THROUGH FIRSTHAND. THE SALE OR PURCHASE OF SERVICES IS ACCORDINGLY EFFECTED AT THE ADVISOR’S SOLE AND ENTIRE RISK. UNDER NO CIRCUMSTANCES WILL FIRSTHAND, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MANAGERS, MEMBERS, EMPLOYEES, SUB-CONTRACTORS AND AGENTS BE LIABLE TO ANY ADVISOR FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA OR OTHER ECONOMIC ADVANTAGE), HOWEVER IT ARISES, WHETHER IN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, OR ARISING FROM THE SERVICES OR ANY PROVISION OF THIS AGREEMENT. FIRSTHAND, ITS AFFILIATES, THEIR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES, SUB-CONTRACTORS AND AGENTS’ AGGREGATE LIABILITY FOR DIRECT DAMAGES ARISING WITH RESPECT TO THIS AGREEMENT WILL NOT EXCEED THE TOTAL AMOUNT OF MONEY PAID TO ADVISORS THROUGH FIRSTHAND IN THE SIX MONTH PERIOD PRIOR TO THE DATE THE CLAIM AROSE. ADVISOR ACKNOWLEDGES AND AGREES THAT FIRSTHAND DISCLAIMS ANY LIABILITY WITH RESPECT TO ANY CLAIM, SUIT OR ACTION BROUGHT BY AN ADVISEE IN CONNECTION WITH THE PROVISION OF ANY SERVICES BY ADVISOR (INCLUDING, WITHOUT LIMITATION, REPRESENTATIONS BY THE ADVISOR AS TO ADVISOR’S QUALIFICATIONS AND ADVICE PROVIDED BY THE ADVISOR) THROUGH THE FIRSTHAND SERVICE AND ADVISOR AGREES TO INDEMNIFY AND HOLD FIRSTHAND HARMLESS IN CONNECTION WITH ANY SUCH CLAIM AND ANY DAMAGES OR EXPENSES ARISING THEREFROM INCLUDING LEGAL FEES AND COSTS. FIRSTHAND WILL NOT BE LIABLE FOR ENFORCING ANY AGREEMENT THAT WAS MADE BETWEEN AN ADVISOR AND AN ADVISEE, INCLUDING ADVISOR FEE AGREEMENT. ADVISOR WILL BE SOLELY RESPONSIBLE FOR ANY AGREEMENT MADE WITH AN ADVISEE. ADVISOR FURTHER ACKNOWLEDGES THAT ADVISOR WILL SOLELY BE RESPONSIBLE AND LIABLE FOR ANY DAMAGES TO ANY ADVISEE TO WHOM ADVISOR PROVIDES SERVICES AND WHERE THAT ADVISEE SUFFERS DAMAGES ARISING FROM OR CONNECTED TO SUCH SERVICES. IN THE EVENT OF A DISPUTE REGARDING ANY TRANSACTION CONDUCTED THROUGH FIRSTHAND, ADVISOR HEREBY RELEASES FIRSTHAND AND ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES, SUB-CONTRACTORS AND AGENTS FROM ALL MANNER OF ACTIONS, CLAIMS OR DEMANDS AND FROM ANY AND ALL LOSSES (DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL), DAMAGES, COSTS OR EXPENSES, INCLUDING, WITHOUT LIMITATION, COURT COSTS AND ATTORNEY’S FEES, WHICH ADVISOR MAY HAVE AGAINST ONE OR MORE OF THE ABOVE.
By registering as an Advisor, you the Advisor, represent, warrant and agree to the following:
- At all times you the Advisor will provide correct and accurate representation of skills, degrees, qualifications, background and other information as prompted in any form on Firsthand, and will maintain and update all such information during the term of this Agreement (or during the course of your use of the Site) to keep it true, accurate, current and complete. You will maintain such skills, qualifications and other information, including maintaining your status in good standing as a licensed professional in any jurisdiction, as may be required by that jurisdiction, where you practice your profession. You shall not perform services or offer advice in any jurisdiction where you are not authorized, licensed or in good standing to do so.
- You will not offer or provide advice, directly or through writings, as to the value of securities or as to the advisability of investing in, purchasing or selling securities or any report or analysis concerning securities. You will not offer advice or provide any product or services related to or claiming success with lottery numbers.
- You will not misrepresent yourself or create a misleading name or profile.
- The aforementioned is an ongoing affirmative obligation for the Advisor to maintain and update on a regular basis.
You the Advisor will be solely and fully liable for all conduct, services, advice, postings and transmissions that are made in your communications through Firsthand or under your Firsthand user name and password. You represent, warrant and declare that while you are using Firsthand as an Advisor, you will act according to the following rules:
- Advisor will be solely responsible for the services provided to Advisees and for the verification of Advisees’ identities and other information delivered to you by Advisees
- As a platform where Advisor can offer services, Firsthand is not involved in any transactions between Advisor and Advisees. Firsthand does not control the accuracy of any postings on the Site or transmissions through it by Advisees. In addition, Firsthand cannot and will not make any effort to verify the identity of any of its Advisees
- Advisor will not mislead Advisees to believe that he or she can provide a service which is outside Advisor’s fields of expertise or an opportunity that the Advisor is not able to offer
- All paid interactions between Advisor and Advisee will be billed through Firsthand regardless if the interaction is online or offline. Advisor agrees to abide by the pricing terms agreed upon with Advisees while utilizing Firsthand.
- Advisor will not take any actions which may undermine, disrupt or manipulate the integrity of the Advisee feedback (rating) system on the Site.
- Advisor will not interfere with or disrupt the Firsthand site or servers or networks connected to the Site.
- Advisor will not attempt to gain unauthorized access to other computer systems or networks connected to the Site, and will not transmit “junk mail”, or any unsolicited mass distribution of e-mail or bulletin board postings.
- Advisor will not transmit through the site any unlawful, harassing, libelous, privacy invading, abusive, threatening, defamatory, vulgar, obscene, racist, harmful or otherwise objectionable material of any kind.
- Advisor will not disobey or breach this Agreement or any other applicable instructions conveyed by Firsthand or its officers.
- Advisor will not violate any applicable local, state, national or international law, statute, ordinance, rule, regulation or ethical code.
- Advisor will not participate in Firsthand in any manner that is in violation of the rules, regulations or code of conduct of his or her current employer(s), including not divulging any restricted, confidential or otherwise proprietary information of any sort.
- Advisor will not upload, post, e-mail, transmit or otherwise make available: (a) any information or material that infringes a third party right, especially copyright or other intellectual property rights; (b) any third party advertisements, including banner exchange services; (c) software viruses, Trojan horses, worms or any other malicious application; or (d) any information or material which may constitute or encourage conduct that is a criminal offense or civil wrong or otherwise violates any applicable law.
- Advisor will not impersonate any person or entity, or make any false statement regarding Advisor’s employment, agency or affiliation with any person or entity.
- Advisor will not stalk, threaten or harass Advisees or other Advisors or invade or attempt to invade their privacy.
- Advisor will not disclose any information that was provided to Advisor by an Advisee and will use his or her best efforts to guard Advisee’s privacy
- Advisor agrees to comply with all applicable laws regarding use of this Site. Advisor may not use this Site to solicit the performance of any illegal activity or other activity which infringes the rights of Firsthand or others. Advisor agrees not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any other person’s use of the Site. Advisor may not attempt to gain unauthorized access to any portion or feature of the Site by hacking, password “mining” or other illegitimate method of gaining access to restricted data.
- Firsthand may review the Advisor’s personal profile and amend any typing or spelling errors. Firsthand may, in its absolute discretion, remove or refuse to post or transmit in part or full any content uploaded by the Advisor. In such case, Firsthand may, but is under no obligation to, notify Advisor of such removal or removal or refusal. Without limiting the foregoing, Firsthand may remove any content violating this Agreement. The Advisor will bear all the risks associated with uploading and transmitting material utilizing Firsthand, including reliance on its accuracy, reliability or legality.
- (US Users) Advisor will not discriminate on the basis of gender as stipulated in Title IX of the Education Amendment of 1972.
Advisor and Advisee Communication
The main purpose of Firsthand is to provide a platform for registered Advisors to provide Advisees with advice and opportunities that they seek. By utilizing Firsthand, Advisors and Advisees can negotiate and enter a contract for advice or an opportunity. Firsthand does not screen or edit the content of communications between Advisors and Advisees, but Firsthand may screen, copy, transmit and review all communications conducted by or through Firsthand for technical support and/or to uphold the terms of this Agreement.
Firsthand makes no claim that the content of the Site is appropriate or may be downloaded outside the United States. If you access the Site from a location outside the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction regarding online conduct and acceptable content.
Modifications and Termination of Firsthand
Firsthand reserves the right in its sole discretion, and from time to time, to modify or discontinue, temporarily or permanently, the services in Firsthand, with or without notice to Advisor. Advisor agrees that Firsthand shall not be liable to Advisor or any third party for any modification or discontinuance to Firsthand’s services, or for any losses or damages that may result to Advisor or his or her Advisees from such discontinuation or interruption of service.
Firsthand’s services depend upon different factors such as: software, hardware and communications networks of Firsthand, its contractors and suppliers, and other factors outside its control. Hence, Firsthand cannot guarantee that Firsthand will not be interrupted, or that it will be timely, secure or error-free.
Firsthand, in its sole discretion and for any or no reason, may terminate Advisor’s participation in Firsthand and refuse any and all current or future use by Advisor of Firsthand.
Termination of Account by Advisor
Advisor may terminate their Agreement with Firsthand at any time by sending an email to firstname.lastname@example.org. Firsthand shall invalidate Advisor’s user name and password within thirty (30) days of receiving such notice. Advisor may inactivate his or her own account for any desired period of time from within their Firsthand account. Notwithstanding termination, all obligations of Advisor under this Agreement relating to any activity prior to the termination date shall remain in full force and effect.
Firsthand respects the intellectual property of others, and we ask our users to do the same. Firsthand may, in appropriate circumstances and at its discretion, terminate the account or access of users who infringe the intellectual property rights of others.
Firsthand grants Advisor a nonexclusive, revocable right to use the Site provided that Advisor does not copy, modify, create a derivative work of, reverse engineer, disassemble or otherwise attempt to discover any source code, or breach this Agreement.
Advisor will indemnify, defend and hold harmless Firsthand, and its members, managers, employees, representatives, agents and Affiliates against any and all losses, damages, suits, judgments, costs and expenses (including litigation costs and attorneys’ fees) arising out of or in connection with any claim, suit, action, or other proceeding brought against Firsthand or such party, to the extent that such claim, suit, action or other proceeding is based on or arises from: (a) any breach of any representation, warranty, covenant or agreement to be performed by Advisor according to this Agreement; (b) Advisor’s provision of services to any third party, regardless of whether or not they are Advisees of the Firsthand service; or (c) any materials that Advisor has posted to Firsthand and/or any content on Advisor’s Web site or otherwise provided to Advisees. Advisor represents and warrants that it maintains and will continue to maintain adequate insurance if such insurance is required by any applicable laws or regulations which apply to the provision of services by Advisor, including, without limitation, professional liability insurance applicable to the legal and medical professions.
Advisor shall not assign his or her rights and obligations according to this Agreement, in whole or in part, whether voluntarily or by operation of law, without the prior, written consent of Firsthand. Any purported assignment by Advisor without the appropriate prior written approval will be null and void and of no force or effect.
Modifications to this Agreement
Firsthand may change this Agreement without prior notice by posting modifications on the Site. Unless otherwise specified by Firsthand, all modifications shall be effective upon posting. Therefore, Advisor is encouraged to check the terms of this Agreement frequently. By using the service or Site after the changes become effective, Advisor agrees to be bound by such changes to the Agreement. If Advisor does not agree to the changes, Advisor may terminate access to the Site and participation in Firsthand services by following the procedures set forth above.
The Advisor may report any violation of this Agreement to email@example.com.