These Terms are between you and Hines Securities, Inc. (“HSI” or “the Firm” or “we” or “us”) concerning your use of (including any access to) the website currently located at www.hinessecurities.com/resources (together with any materials and services available therein, and successor site(s) thereto, the “Site”).
These Terms were last updated on June 4, 2020.
BY USING THE SITE, YOU AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THESE TERMS.
IF YOU ARE AN INDIVIDUAL ACCESSING OR USING THE SITE ON BEHALF OF, OR FOR THE BENEFIT OF, ANY CORPORATION, PARTNERSHIP OR OTHER ENTITY WITH WHICH YOU ARE ASSOCIATED (AN “ORGANIZATION”), THEN YOU ARE AGREEING TO THESE TERMS ON BEHALF OF YOURSELF AND SUCH ORGANIZATION, AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND SUCH ORGANIZATION TO THESE TERMS. References to “you” and “your” in these Terms will refer to both the individual using the Site and to any such Organization.
1. No Investment Advice or Recommendations
This Site and any information, content, data, text or other materials made available through the Site are for informational and educational purposes only. None of the content available through this Site constitutes investment, legal, and / or tax advice. Nothing on this Site shall be considered a solicitation or offer to buy or sell any security, or to offer or provide any investment, tax, financial or legal advice or service to any person in any jurisdiction. Any overviews provided through this Site are intended to be general in nature. While intended to be helpful, these overviews are no substitute for professional tax, financial or legal advice or more detailed information in the prospectuses of the securities offered by the Firm. Potential investors should seek such professional advice for their particular situation before investing. Decisions based on information provided through this Site are your sole responsibility and are made at your own risk.
If you wish to obtain further details about any information contained on this Site, please contact us at [email protected]hines.com.
2. Updates to the Site and Terms
We may change these Terms from time to time by notifying you of such changes by any reasonable means, including by posting revised Terms through the Site. We suggest that you review these Terms periodically for changes. The Terms can be accessed from links on the home page and other pages of www.hinessecurities.com/resources. If you use this Site after we post changes to these Terms, you accept the changed terms.
3. Additional Agreements and Effect on Other Agreements
These Terms are in addition to any other agreement between you and HSI, including those relating to any content available via the Site.
Further, some portions of the Site and certain content may be subject to additional policies, terms, conditions, disclaimers, notices and other provisions, which will be described separately on the applicable pages. By accessing or using such portions or content of the Site, you agree to comply with such additional policies, terms, conditions, disclaimers, notices and other provisions. Nothing contained in these Terms is intended to modify or amend any other written agreement you may have with us or any of our affiliates (including, without limitation, any customer agreement, investor agreement, account agreement, participation agreement, or agreement to arbitrate controversies) (collectively, “Other Agreements”), if any, that may currently be in effect. To the extent that any such Other Agreement or additional provisions are inconsistent with or otherwise conflict with these Terms, such Other Agreement or additional provisions shall control.
The Site may make available, for certain users, access to an investor login and/or a due diligence platform. By accessing or using any such portal or platform, you represent and warrant that you are authorized to do so with respect to the applicable account, and that you meet any other applicable eligibility criteria for such access and use. Any such portal or platform, including any content, products or services accessible through such portal or platform, may be subject to additional terms and conditions between you and Hines Global Income Trust, between you and HSI, or between you and third parties, such as IntraLinks, DST Systems and CrowdStreet (collectively, “Additional Terms”). To the extent of any conflict between these Terms and the Additional Terms, the Additional Terms will control with respect to their subject matter. To the extent that any Additional Terms are inconsistent with or otherwise conflict with any Other Agreement, such Other Agreement shall control.
The Site may also make available for certain users access to a partner portal operated by affiliates of the Firm. Users of any such portal are hereby agreeing to comply with such Additional Terms posted by the Firm.
4. Jurisdictional Issues; Applicable Law; Arbitration
Unless otherwise specified, HSI controls and operates this Site from the State of Texas, United States of America. The services and products available for individual investors and information provided through this Site about those services and products are directed to and are intended to be made available only to persons in the United States and are not intended for distribution to, or use by, any person in any other country or any jurisdiction where such distribution or use would be contrary to applicable laws or regulations or that would subject HSI or any of its affiliated persons to any registration requirement within such jurisdiction or country. Persons who access this Site do so on their own initiative, and are responsible for compliance with applicable local laws and/or regulations. We may limit the Site’s availability at any time, in whole or in part, to any person, geographic area or jurisdiction that we choose.
The laws of the State of Texas and applicable U.S. federal law, without regard to its principles of conflicts of law, and regardless of your location, shall govern these Terms. If you take legal action relating to these Terms, you agree to file such action only in state court in Harris County, Texas, or federal court within the Southern District of Texas, and you consent and submit to the personal jurisdiction of those courts for the purposes of litigating any such action.
THIS ARBITRATION SECTION DOES NOT APPLY TO YOU IF YOU ARE A CUSTOMER OF HINES SECURITIES, INC. OR IF YOU ARE A PARTY TO ANY OTHER AGREEMENT THAT CONTROLS, AS SET FORTH IN SECTION 3 OF THESE TERMS.
EXCEPT FOR DISPUTES THAT QUALIFY FOR SMALL CLAIMS COURT, ALL DISPUTES ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION OR ANY OTHER LEGAL THEORY, WILL BE RESOLVED THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY AND YOU AGREE THAT HINES SECURITIES, INC. AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY. SUCH DISPUTES INCLUDE, WITHOUT LIMITATION, DISPUTES ARISING OUT OF OR RELATING TO INTERPRETATION OR APPLICATION OF THIS ARBITRATION PROVISION, INCLUDING THE ENFORCEABILITY, REVOCABILITY OR VALIDITY OF THE ARBITRATION PROVISION OR ANY PORTION OF THE ARBITRATION PROVISION. ALL SUCH MATTERS SHALL BE DECIDED BY AN ARBITRATOR AND NOT BY A COURT OR JUDGE.
YOU AGREE THAT ANY ARBITRATION UNDER THESE TERMS WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED AND YOU ARE AGREEING TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION. THE ARBITRATION WILL BE ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION UNDER ITS CONSUMER ARBITRATION RULES, AS AMENDED BY THESE TERMS. THE CONSUMER ARBITRATION RULES ARE AVAILABLE ONLINE AT https://www.adr.org/sites/default/files/Consumer-Rules.pdf. THE ARBITRATOR WILL CONDUCT HEARINGS, IF ANY, BY TELECONFERENCE OR VIDEOCONFERENCE, RATHER THAN BY PERSONAL APPEARANCES, UNLESS THE ARBITRATOR DETERMINES UPON REQUEST BY YOU OR BY US THAT AN IN-PERSON HEARING IS APPROPRIATE. ANY IN-PERSON APPEARANCES WILL BE HELD AT A LOCATION WHICH IS REASONABLY CONVENIENT TO BOTH PARTIES WITH DUE CONSIDERATION OF THEIR ABILITY TO TRAVEL AND OTHER PERTINENT CIRCUMSTANCES. IF THE PARTIES ARE UNABLE TO AGREE ON A LOCATION, SUCH DETERMINATION SHOULD BE MADE BY THE AAA OR BY THE ARBITRATOR. THE ARBITRATOR’S DECISION WILL FOLLOW THE TERMS OF THESE TERMS AND WILL BE FINAL AND BINDING. THE ARBITRATOR WILL HAVE AUTHORITY TO AWARD TEMPORARY, INTERIM OR PERMANENT INJUNCTIVE RELIEF OR RELIEF PROVIDING FOR SPECIFIC PERFORMANCE OF THESE TERMS, BUT ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THE INDIVIDUAL CLAIM BEFORE THE ARBITRATOR. THE AWARD RENDERED BY THE ARBITRATOR MAY BE CONFIRMED AND ENFORCED IN ANY COURT HAVING JURISDICTION THEREOF. NOTWITHSTANDING ANY OF THE FOREGOING, NOTHING IN THESE TERMS WILL PRECLUDE YOU FROM BRINGING ISSUES TO THE ATTENTION OF FEDERAL, STATE OR LOCAL AGENCIES AND, IF THE LAW ALLOWS, THEY CAN SEEK RELIEF AGAINST US FOR YOU.
We may (but have no obligation to) monitor any and all use of this Site.
6. Our Proprietary Rights
We and our suppliers own and operate the Site, which is protected by proprietary rights and laws. All names, logos and trademarks are the property of the Firm or its affiliates, related companies, licensors or joint venture partners. You may not use our names, logos or trademarks in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained on the Site should be construed as granting any right to use any names, logos and trademarks without the express prior written consent of the owner.
7. Copyright Agent
HSI respects the intellectual property rights of others, and we ask all those that access the Site to do the same. Pursuant to Title 17, United States Code, Section 512(c)(2) of the Copyright Revision Act, as enacted through the Digital Millennium Copyright Act, HSI designates an agent as described below, to receive notifications of claimed infringement. If you believe in good faith that your work has been copied in a way that constitutes copyright infringement, please provide HSI’s Copyright Agent with the following written information:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- a description of the copyrighted work that you claim has been infringed;
- a description of where the material that you claim is infringing is located on the Site;
- your address, telephone number, and e‑mail address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
HSI’s Copyright Agent for notice of claims of copyright infringement on the Site is LeRonica Hill who can be reached as follows:
By mail: c/o LeRonica Hill, 845 Texas Avenue, Suite 3300, Houston, TX 77002
By phone: 713−966−7611
By email: leronica.[email protected]hines.com
All inquiries not relevant to this procedure will not receive a response.
8. Rules of Conduct
This Site is for your personal and non-commercial use only. In connection with the Site, you shall not (and shall not permit any third party to):
- Obtain or attempt to obtain any materials or information through any means not intentionally made available to you by us.
- Copy, reproduce, republish, upload, post, transmit, display, perform, publish, license, create derivative works from, transfer, sell or distribute in any way any portion of, or content from, this Site in any manner inconsistent with the purposes for which it is offered by HSI to its customers, prospective customers or members of the general public.
- Use the Site for any unlawful, unauthorized, fraudulent or malicious purpose.
- Post, transmit or otherwise make available through or in connection with the Site any materials that are or may be (a) threatening, harassing, defamatory or objectionable or (b) protected by any proprietary or privacy right without the express written permission of the applicable owner.
- Without our express written permission, copy, modify, or display the Hines name or logo, or any text, graphic images, or other content from the Site. (To request express written permission, contact us.)
- Remove any copyright, trademark or other proprietary rights notice from the Site.
- Include “Hines,” “Hines Securities” or any other Hines trademark, the name of any Hines personnel, or any variation of any of the foregoing, as a meta-tag, hidden textual element, or any other indicator that may create a false or misleading impression of affiliation, sponsorship, or endorsement between any user and/or site and Hines and/or HSI, and/or any securities offered by the Firm.
- Frame or mirror any portion of the Site, or otherwise incorporate any portion of the Site into any product or service, without our express written permission.
- Transmit or upload any material to the Site that contains viruses, Trojan horses, worms, time bombs, immoral or any other harmful or deleterious programs.
- Interfere with or disrupt the operation of the Site or the servers or networks used to make the Site available, including by hacking or defacing any portion of the Site; or violate any requirement, procedure or policy of such servers or networks.
- Reverse engineer, decompile or disassemble any portion of the Site, except where such restriction is expressly prohibited by applicable law.
- Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or otherwise gather Site content, or reproduce or circumvent the navigational structure or presentation of the Site, without our express written permission. Notwithstanding the foregoing, and subject to compliance with any instructions posted in the robots.txt file located in the Site’s root directory, we grant to the operators of public search engines permission to use spiders to copy materials from the Site for the sole purpose of (and solely to the extent necessary for) creating publicly available, searchable indices of such materials, but not caches or archives of such materials. We reserve the right to revoke such permission either generally or in specific cases, at any time and without notice.
- Systematically download and store Site content.
- Use the account, login identification, or password of another party to access the website.
- Restrict or inhibit any other person from using the Site.
Create a link to the Site unless the user or the operator of the other website has executed the Firm’s standard agreement for the granting of permission to establish such a link.
9. Registration and Privacy
You may need to register to use all or part of the Site. We may reject, or require that you change, any username, password or other information that you provide to us in registering. Your user name and password are for your personal use only and should be kept confidential; you, and not HSI, are responsible for any use or misuse of your user name or password, and you must promptly notify us of any confidentiality breach or unauthorized use of your user name or password, or your Site account. You represent and warrant that any information you provide in connection with the Site is and will remain accurate and complete, and that you will maintain and update such information as needed.
10. Third Party Materials and Linked Sites
Certain Site functionality may make available access to content made available by third parties (“Third Party Materials”) or allow for the routing or transmission of such Third-Party Materials, including via links. Links on the Site will let you leave this Site. HSI is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by HSI of the site or its content. We neither control nor endorse, nor are we responsible for, any Third-Party Materials or linked sites, including the accuracy, validity, timeliness, completeness, reliability, integrity, quality, legality, usefulness or safety thereof, or any intellectual property rights therein. Nothing in these Terms shall be deemed to be a representation or warranty by HSI with respect to any Third-Party Materials. Your use of any Third-Party Materials is entirely at your own risk and is subject to any additional terms, conditions and policies applicable to such Third-Party Materials.
11. Disclaimer of Warranties
TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW: (A) CONTENT MADE AVAILABLE THROUGH THIS SITE ARE SUBJECT TO APPLICABLE STATUTES AND REGULATIONS, AND ARE PROVIDED ON AN “AS IS,” “WHERE IS” AND “WHERE AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED; AND (B) WE DISCLAIM ALL WARRANTIES WITH RESPECT TO THE SITE AND ANY THIRD PARTY MATERIALS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS IN THIS SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. THE MATERIALS IN THIS SITE COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS.
WE ARE NOT RESPONSIBLE FOR THE RESULTS OF ANY DEFECTS THAT MAY EXIST IN THE SITE OR ITS OPERATION. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE MAKE NO WARRANTY THAT: (i) THE OPERATION OF THE SITE WILL MEET THE USER’S REQUIREMENTS; (ii) ACCESS TO THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR FREE OF ERRORS; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE WILL BE ACCURATE OR RELIABLE; OR (iv) DEFECTS WILL BE CORRECTED. YOU ASSUME THE ENTIRE COST OF ALL SERVICING, REPAIR, OR CORRECTION THAT MAY BE NECESSARY FOR YOUR COMPUTER EQUIPMENT AND SOFTWARE AS A RESULT OF ANY VIRUSES, ERRORS OR OTHER PROBLEMS YOU MAY HAVE AS A RESULT OF VISITING THIS SITE.
ALL DISCLAIMERS OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THESE TERMS) ARE MADE FOR THE BENEFIT OF BOTH HINES SECURITIES, INC. AND ITS AFFILIATES AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES, LICENSORS, SUPPLIERS AND SERVICE PROVIDERS (COLLECTIVELY, THE “AFFILIATED ENTITIES”), AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.
12. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW:
(A) IN NO EVENT SHALL HINES SECURITIES, INC. OR THE AFFILIATED ENTITIES BE LIABLE FOR ANY DAMAGES OR INJURY OR LOSS OF ANY KIND, INCLUDING ANY DIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, THAT MAY RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SITE OR ITS CONTENT OR ANY THIRD PARTY MATERIALS, OR THE LOSS OF DATA, PROFITS, OTHER INTANGIBLES, OR SECURITY OF DATA (INCLUDING UNAUTHORIZED INTERCEPTION BY THIRD PARTIES), WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION;
(B) WE SHALL NOT BE LIABLE EVEN IF WE OR OUR AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHICH INCLUDE BUT ARE NOT LIMITED TO DAMAGES OR INJURY CAUSED BY ERROR, OMISSION, INTERRUPTION, DEFECT, FAILURE OF PERFORMANCE, DELAY IN OPERATION OR TRANSMISSION, LINE FAILURE OR COMPUTER VIRUS OR OTHER HARMFUL COMPONENT;
(C) YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE OR ANY THIRD-PARTY MATERIALS IS TO STOP USING THE SITE; AND
(D) THE MAXIMUM AGGREGATE LIABILITY OF HINES SECURITIES, INC. AND THE AFFILIATED ENTITIES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT PAID BY YOU, IF ANY, SOLELY FOR THE RIGHT TO ACCESS THIS SITE.
ALL LIMITATIONS OF LIABILITY OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THESE TERMS) ARE MADE FOR THE BENEFIT OF BOTH HINES SECURITIES, INC. AND THE AFFILIATED ENTITIES, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.
To the fullest extent permitted under applicable law, you agree to defend, indemnify and hold harmless HSI and the Affiliated Entities, and their respective successors and assigns, from and against all claims, liabilities, damages, judgments, awards, losses, costs, expenses and fees (including attorneys’ fees) arising out of or relating to (a) your use of, or activities in connection with, the Site; and (b) any violation or alleged violation of these Terms by you. We will have the right to defend, settle, and compromise any such claim with counsel of our own selection, and you will cooperate as fully as reasonably required in the defense thereof. You will not in any event settle any matter without our written consent.
These Terms are effective until terminated. We may terminate or suspend your access to or use of the Site at any time and without prior notice, for any or no reason, including if we believe that you have violated or acted inconsistently with the letter or spirit of these Terms. Upon any such termination or suspension, your right to access and use the Site will immediately cease, and we may, without liability to you or any third party, immediately deactivate or delete your user name, password and account, and all associated materials, without any obligation to provide any further access to such materials. Sections 1 and 3–15 shall survive any expiration or termination of these Terms.
These Terms do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and the Firm. If any provision of these Terms is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provision. You may not assign, transfer or sublicense any or all of your rights or obligations under these Terms without our express prior written consent. We may assign, transfer or sublicense any or all of our rights or obligations under these Terms without restriction. No waiver by either party of any breach or default under these Terms will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is for convenience only, and in no way defines or explains any section or provision. All terms defined in the singular shall have the same meanings when used in the plural, where appropriate and unless otherwise specified. Any use of the term “including” or variations thereof in these Terms shall be construed as if followed by the phrase “without limitation.” These Terms, including any terms and conditions incorporated herein, is the entire agreement between you and the Firm relating to the subject matter hereof, and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and the Firm relating to such subject matter. Notices to you (including notices of changes to these Terms) may be made via posting to the Site or by e‑mail (including in each case via links), or by regular mail. Without limitation, a printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. We will not be responsible for any failure to fulfill any obligation due to any cause beyond our control.
If you have any questions, complaints or comments regarding this Site, you may contact us at [email protected]hines.com.