Portico Advisers Terms of Sale
April 2018

Welcome to Portico Advisers’ online store operated by Portico Advisers, LLC (“Portico Advisers,” “We,” “Us,” “Our”), located at 8113 University Drive, Henrico, VA, 23229, USA.

“Store” refers to our online location that allows you to browse, view, acquire, and purchase products and services including reports, booklets, templates, services, and more. These Terms of Sale (“Terms of Sale”) cover the use of our Store. By using the Store, or by acquiring products or services from the Store, you accept and agree to these Terms of Sale, Portico Advisers’ Privacy Policy (available here), Portico Advisers’ website Terms of Use (available here), and applicable terms and conditions, policies, or disclaimers found in the Store or referenced in these Terms of Sale (collectively the “Store Policies”). We encourage you to read the Store Policies carefully. YOU MAY NOT USE THE STORE IF YOU DO NOT AGREE TO THE STORE POLICIES.

    1. Scope of Agreement. These Terms of Sale constitute a binding legal contract between (A) Portico Advisers, and (B) You, the Buyer (with reference to “You” or “Your” being construed accordingly). Portico Advisers, upon acceptance of an order placed by the Buyer, will supply the products and services specified in the order, pursuant to the terms and conditions of these Terms of Sale, and our acceptance of such order submitted by the Buyer is expressly limited to the terms and conditions of these Terms of Sale, notwithstanding any contrary provision contained in your purchase orders, invoices, acknowledgements or other documents.
      These Terms of Sale do not alter in any way the terms or conditions of any other agreement you may have with Portico Advisers for products, services, or otherwise (for example, engagement agreements for advisory services).
    2. No Unlawful or Prohibited Use. As a condition of your use of the Store, you warrant to us that you will not use the Store for any purpose that is unlawful or prohibited by these Terms of Sale or the Store Policies.
    3. Changing Terms. We reserve the right to change or modify these Terms of Sale at any time and in our sole discretion. If we make changes to these Terms of Sale, we will provide you with notice of such changes, such as by updating the date at the top of these Terms of Sale.
    4. End Users Only. You must be an end user to purchase products and services from the Store. Resellers are not eligible to purchase products or services.
    5. Geographic Availability. Available products and services may vary depending on your region. There may be limits on where we can provide services or digital content. To complete your purchase, you may be required to have a valid billing address within the country where you are purchasing. We do not sell products to residents of Belarus, Cuba, Iran, Libya, North Korea, Somalia, Syria, Venezuela, Yemen, or Zimbabwe.
    6. Pricing and Availability. All prices are shown in U.S. dollars; taxes, and shipping and handling charges are additional. All items are subject to availability and we reserve the right to reject all or part of an order and to discontinue products or services without notice, even if you have already placed your order. All prices are subject to change without notice.
    7. Errors. We attempt to be as accurate as possible and eliminate errors in the Store; however, we do not warrant that any product, service, description, photograph, pricing, or other information is accurate, complete, reliable, current or error-free. In the event of an error, whether in the Store, in an order confirmation, in processing an order, delivering a product or service, or otherwise, we reserve the right to correct such error and revise your order accordingly if necessary (including charging the correct price).
    8. Payment. Only valid credit cards or other payment methods acceptable to us may be used. By submitting your order, you represent and warrant that you are authorized to use the designated card or method and authorize us to charge your order (including taxes, shipping, handling and any other amounts described in the Store) to that card or other method. If the card (or other method) cannot be verified, is invalid, or is not otherwise acceptable, your order may be suspended or cancelled automatically.
    9. All Sales Final and Non-Refundable. ALL ACCEPTED ORDERS ARE FINAL AND NON-REFUNDABLE. An order once placed with and accepted by us can be cancelled only with our consent, in writing, and upon terms that will indemnify us against loss.
    10. Delivery. For products delivered electronically, we will deliver such products by electronic transmission or via download. When we ship to you or per your directions, you agree to pay the shipping and any handling charges shown in the Store when your order is placed. Any shipping or handling charges may or may not reflect actual costs. All orders are shipment contracts, not destination contracts. We are not responsible for damages incurred in transit.
    11. Digital Product Use Rights. Where any product supplied is or includes an electronic book, downloadable report or similar application (collectively “Digital Products”), this Digital Product is subject to the following usage rules (the “Usage Rules”). You understand and acknowledge that your rights with respect to these Digital Products are limited by these Terms of Sale, copyright law, and the Usage Rules. You shall be able to store Digital Products on your computer, tablet, smartphone, or other media device that belongs to you. You agree that copying your Digital Products for purposes of socially or commercially distributing such copies to another device or online is unlawful and is strictly prohibited by these Terms. The delivery of Digital Products does not transfer to you any commercial or promotional use rights in the Digital Products. The Digital Products are the Intellectual Property of Portico Advisers and may not be published, transmitted, broadcast, copied, reproduced or reprinted in whole or in part without the explicit written permission of Portico Advisers.
    12. Termination of Use. We may terminate your use of the Store at any time for any reason, including, without limitation, if you are in breach of these Terms of Sale or the Store Policies, or if the Store is no longer operated by Portico Advisers. By using the Store, you agree to be responsible (in accordance with these terms) for any orders you make or charges you incur prior to such termination. Portico Advisers may change, discontinue, or otherwise suspend the Store at any time, for any reason, and without prior notice to you.
    13. Warranties and Representations. THE PRODUCTS AND SERVICES ARE SOLD “AS IS,” “WITH ALL FAULTS,” AND “AS AVAILABLE.” PORTICO ADVISERS MAKES NO WARRANTIES OR REPRESENTATIONS WHATSOEVER. FURTHER, PORTICO ADVISERS EXPLICITLY DISCLAIMS ANY OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOUR PURCHASE AND USE ARE AT YOUR OWN RISK. PORTICO ADVISERS DOES NOT GUARANTEE THE ACCURACY OR TIMELINESS OF INFORMATION AVAILABLE FROM THE STORE. WE DO NOT WARRANT THAT ACCESS TO THE STORE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT CONTENT LOSS WON’T OCCUR.
    14. Limitation of Liability. YOU AGREE THAT IN NO EVENT SHALL PORTICO ADVISERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, FOR SPECIFIC PERFORMANCE, FOR THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, FOR LOST REVENUES OR PROFITS, ARISING OUT OF OR RELATED TO THESE TERMS OF SALE, HOWSOEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT, EQUITY OR OTHERWISE, INCLUDING NEGLIGENCE, PRODUCT LIABILITY, STRICT LIABILITY, OR ANY OTHER THEORY OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, PORTICO ADVISERS’ TOTAL AND CUMULATIVE LIABILITY ARISING OUT OF OR RELATED IN ANY WAY TO THIS AGREEMENT, HOWSOEVER CAUSED AND REGARDLESSOF THE THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT, EQUITY OR OTHERWISE, INCLUDING NEGLIGENCE, PRODUCT LIABILITY, STRICT LIABILITY, OR ANY OTHER THEORY OF LIABILITY, SHALL IN NO EVENT EXCEED THE FEES RECEIVED BY PORTICO ADVISERS IN YOUR ORDER.
    15. Copyright and Trademark Notices. All contents of the Store are Copyright ©2018 Portico Advisers, LLC. All rights reserved. The names and logos of actual companies and products may be the trademarks of their respective owners. Any rights not expressly granted in these Terms of Sale are reserved.
    16. Complaints and Legal Notices. All complaints and legal notices should be mailed to Portico Advisers, 8113 University Drive, Henrico, VA, 23229, USA.
    17. No Assignment. You may not assign or transfer your rights under these Terms of Sale, and any purported assignment or transfer shall be void.
    18. Governing Law and Severability. The laws of the Commonwealth of Virginia shall govern this agreement and our performance without regard to any state’s conflict of law provisions.If any provision of these Terms of Sale is held invalid or unenforceable, the remainder of the Terms of Sale shall remain in full force and effect and the invalid or unenforceable provision shall be replaced by a valid, enforceable provision.