Terms Of Use

These Terms of Use, along with all documents, policies, and guidelines referenced in and linked to these Terms of Use (collectively, the “Agreement”), are entered into by and are binding upon you on one side (“You,” or “Your”) and SB Gerard Avenue, LLC, its parents, subsidiaries, affiliates, officers, directors, employees, and agents (collectively, “We,” “Our,” or “SB Gerard”). Please review the Agreement, which governs Your use of InkwellBX.com, and all subpages and subdomains of InkwellBX.com (collectively, the “Site”). By accessing, browsing, or otherwise using in any way the Site, You hereby acknowledge, accept, and agree to be bound by the Agreement.

We will post any modifications or changes to the Agreement on the Site. We reserve the right to modify the Agreement at any time, so We encourage You to review it frequently. If We make a material change to the Agreement, We will post the new Agreement to the Site, which will be effective upon such posting to the Site. Your continued use of the Site signifies Your acceptance of the Agreement as modified. IF YOU DO NOT AGREE TO ANY PART OF THE AGREEMENT, PLEASE REFRAIN FROM USING THE SITE.

Please be advised that the Agreement does not alter in any way the terms or conditions or any other written or online agreement You may have or will have with SB Gerard.

AVAILABILITY TO US RESIDENTS

This policy applies to, and is intended for, the use of persons residing in the United States, and for the delivery of products and services within the United States.

PRIVACY POLICY

We are committed to protecting and respecting the privacy of customers and visitors who use the Site. We have therefore created a privacy policy (the “Privacy Policy”), which is hereby incorporated into the Agreement as if fully set forth herein, and can be accessed via this Link.

INTELLECTUAL PROPERTY RIGHTS

We are the owners or the licensees of all intellectual property rights on the Site, and in the material published on the Site. The works contained on the Site are protected by copyright laws and treaties around the world. All such rights are reserved. SB Gerard grants You a limited license to access and make personal, non-commercial use of the Site and the content displayed on it. The content on the Site, and the Site as a whole, are intended solely for personal, non-commercial use by the users of the Site. You may download, print and store selected portions of the content, provided You (1) only use these copies of the content for Your personal non-commercial use, (2) do not copy or post the content on any network computer or broadcast the content in any media, and (3) do not modify or alter the content in any way, or delete or change any copyright or trademark notice. No right, title, or interest in any downloaded materials is transferred to You as a result of any such downloading. We reserve complete title and full intellectual property rights in any content You download from the Site. Except as noted above, You may not copy, download, reproduce, modify, publish, distribute, transmit, transfer, or create derivative works from the content without first obtaining express written permission from SB Gerard.

COPY RIGHT

All content, copyrighted materials, and copyrightable materials on this Site, including but not limited to SB Gerard’s, its affiliates, and its subsidiaries’ logos, designs, text, graphics, pictures, sound files and other files, page layouts, and the selection and arrangement thereof (“Protected Materials”) are ALL RIGHTS RESERVED. Except as provided, these Protected Materials may not be copied, downloaded, reproduced, modified, published, distributed, transmitted, transferred, or used to create derivative works without first obtaining permission from SB Gerard.

Trademark

SB Gerard’s trademarks, service marks, registered trademarks, and trade dress may not be used in connection with any product or service that is not SB Gerard’s, in any matter that is likely to cause confusion among customers or in any manner that disparages or discredits SB Gerard. These trademarks, service marks and registered trademarks may not be copied, imitated, or used, in whole or in part, without the prior written permission of SB Gerard, its affiliates, or subsidiaries. All other trademarks, service marks, registered trademarks and trade dress, product and service names and company names and logos that appear on this Site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by SB Gerard.

VIRUSES, HACKING, AND OTHER OFFENSES

By using this Site, You agree not to submit or disseminate any harmful message, data, information, text or other material, including without limitation, viruses, “Trojan horses,” “worms,” “logic bombs,” “time bombs,” “zombies,” “cancelbots,” or any other computer programming routines that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, data, or personal information of SB Gerard or any third parties.

By using this Site, You agree to not attempt to gain unauthorized access to the Site, the server on which the Site is stored or any server, computer or database connected to the Site. You further agree not to attack the Site via a denial-of-service attack or a distributed denial-of service attack.

We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect Your computer equipment, computer programs, data or other proprietary material due to Your use of the Site or to Your downloading of any material posted on it, or on any website linked to it.

RELIANCE OF INFORMATION POSTED

Commentary and other materials posted on Our Site are not intended to amount to advice on which reliance should be placed. We therefore disclaim all liability and responsibility arising from any reliance placed on such materials by any visitor to the Site, or by anyone who may be informed of any of its contents.

OUR LIABILITY

THIS SITE AND THE INFORMATION, CONTENT, MATERIALS, PRODUCTS AND SERVICES INCLULDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THIS SITE ARE PROVIDED BY SB GERARD ON AN “AS IS” AND “AS AVAILABLE” BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING.

IN NO EVENT SHALL SB GERARD BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (I) THE USE OR UNABILITY TO USE THE SITE OR THE CONTENT, MATERIALS, INFORMATION, TRANSACTIONS, PRODUCTS OR SERVICES PROVIDED ON OR THROUGH THE SITE, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE SITE OR THE CONTENT, MATERIALS, INFORMATION, PRODUCTS OR SERVICES ON OR AVAILABLE THROUGH THE SITE, EVEN IF SB GERARD OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Certain State Laws do not allow limitations on implied warranties, or the exclusion or limitation of certain damages. If these laws apply to You, some or all of the above disclaimers, exclusions, or limitations, may not apply to You and You may have additional rights to those contained therein. In such states, SB Gerard’s liability is limited to the greatest extent permitted by law.

INDEMNIFICATION

You agree to defend, indemnify and hold SB Gerard harmless from and against any and all claims, damages, costs and expenses, including attorney’s fees arising from or related to Your use of this Site, or Your breach of any representation, warranty, or other provisions of the Agreement.

INTERNATIONAL USERS AND APPLICABLE LAW

The Site is controlled, operated and administered by SB Gerard from its offices within the United States of America. SB Gerard makes no representation that materials on this Site are appropriate or available for use at other locations outside of the United States and access to them from territories where their contents are illegal is prohibited. You may not use the Site or export the materials in violation of the United States export laws and regulations. If You access this Site from a location outside of the United States, You are responsible for compliance with all local laws.

The laws of the State of New York, without regard to principles of conflict of laws, will govern the Agreement and any dispute of any sort that might arise between You and SB Gerard. Any dispute arising between You and SB Gerard that is not resolved pursuant to the Dispute Resolution section below shall be resolved exclusively by the state and/or federal courts of the state of New York.

DISPUTE RESOLUTION

Due to the high cost of litigation, in time and money, both You and SB Gerard agree to the following dispute resolution:

In the event of any claim, action, dispute or controversy arising from, or related to the Agreement or any transaction conducted on the Site, the party asserting the dispute will first try to settle such dispute in good faith by providing written notice to the other party. The notice must be sent by registered mail, must describe the issues of the dispute, and must include substantiating documentation related to the dispute. The parties agree to 30 days from receipt of dispute to respond or settle dispute. For disputes against SB Gerard, notice shall be mailed to:

SB Gerard Avenue, LLC
Attn: General Counsel
c/o Mel Management Corp.
44 West 28th Street, 6th Floor
New York, NY, 10001

To the extent not resolved through the process described above, the parties agree to arbitrate any claim, dispute, or controversy, including all statutory claims and any state or federal claims, that may arise out of or relate to the Agreement or the Privacy Policy incorporated herein, or any transaction conducted on the Site. All arbitration hearings shall take place in the state of New York. BY AGREEING TO ARBITRATION, THE PARTIES UNDERSTAND AND AGREE THAT THEY ARE WAIVING THEIR RIGHTS TO MAINTAIN OTHER AVAILABLE RESOLUTION PROCESSES, SUCH AS A COURT ACTION OR AN ADMINISTRATIVE PROCEEDING, TO SETTLE THEIR DISPUTES.

IN RELATION TO THE ABOVE DESCRIBED CLAIMS, DISPUTES, AND CONTROVERSIES, THE PARTIES ALSO AGREE TO GIVE UP ANY RIGHT THEY MAY HAVE (1) TO BRING A CLASS OR COLLECTIVE ACTION LAWSUIT OR CLASS OR COLLECTIVE ACTION ARBITRATION, OR PARTICIPATE IN EITHER AS A CLAIMANT, OR (2) TO CONSOLIDATE THEIR ARBITRATION WITH THE ARBITRATION OF OTHERS.

LINKING TO OUR SITE

You may create a hyperlink to the Site, provided You do so in a way that is fair and legal and does not damage Our reputation or take advantage of it, but You must not establish a link in such a way as to suggest any form of association, approval, sponsorship, or endorsement on Our part where none exists. Our Site must not be framed on any other website, nor may You create a link to any part of Our Site other than the home page. We reserve the right to withdraw linking permission without notice.

If You wish to make any use of material on Our Site other than that set out above, please address Your request to Privacy@StellarManagement.com.