• How does FlyFunder work?

    FlyFunder is a groundbreaking marketplace where those seeking financing for their general aviation aircraft can be matched with, and introduced to financiers who can fund their aircraft. Deals are announced privately onto the FlyFunder ‘Dealboard’ where financiers can peruse global opportunities and filter for those within their geography and broad lending criteria. Financiers have pre-set lending criteria and are also sent notifications when a deal that meets these is announced. When a financing has completed, FlyFunder is paid a 0.2% commission (of the financed amount) for the introduction. Sales brokers/consultants share the FlyFunder commission, which is paid by FlyFunder to the broker/consultant following closing.

    Please follow the following link to see how FlyFunder works in more detail.
  • What are the positives to using FlyFunder?

    Please see How FlyFunder Works for an extensive summary of why you should use FlyFunder, whether as a buyer, financier, manufacturer or sales broker/consultants.
  • How do I register?

    You can register by clicking here. You will need to enter your personal contact details, agree to the FlyFunder terms and conditions and an email verification will be required.
  • How do I launch a deal

    Users can launch a new deal from their FlyFunder dashboard. This is the homepage where users can manage deal and service provider discussions. The process is very simple. You are asked to fill in various items of non-sensitive deal criteria, and after one final pre-launch review, the deal will be posted on the dealboard for financiers to peruse. Notifications will be sent to financiers whose lending criteria are met by the new deal.
  • Who should use FlyFunder?

    FlyFunder is the only website that will enable those who require financing to see all of their options and therefore find the best solution. Before FlyFunder, those seeking financing were reliant on recommendations and referrals. After multiple calls and emails to these parties a solution may still not have been forthcoming. With FlyFunder, not only do you increase your chance of finding a solution, you can negotiate a good rate, find a variety of different deal types that could be appropriate and the financiers come to you!. Financiers use FlyFunder as they can find transactions without leaving the desk. FlyFunder notifies financiers immediately when a deal is announced that meets their high level lending criteria (such as deal size and country of borrower) and commercial discussions and document exchange can begin immediately on FlyFunder’s messaging platform. Financiers can view all deals globally and see all deals that sit in and outside their current lending criteria. This is a powerful tool in determining whether financiers are pitching for business in the right area. FlyFunder does not endorse any particular financier or recommend any group seeking finance to the finance market. It simply provides an intuitive marketplace where introductions are made.
  • How long does the financing process take?

    Financing an aircraft takes time and we would suggest that allowing a minimum of 3 months before your purchase date would be appropriate (the earlier the better!). The time taken to achieve an approval and document the financing varies depending on the complexity of the financing structure, the number of jurisdictions involved and the financier’s approval process. Appointing an experienced aviation legal counsel will often help reduce the time taken to reduce the time taken to process a financing.
  • I am not an experienced aircraft purchaser. How do I know I am getting a good deal on my financing?

    Aircraft financing can be highly complex given the multiple parties, intricate legal documentation required and cross-border element to most transactions. The cost of getting your financing wrong, or not getting the best deal possible can be significant and it is strongly recommended that if you do not understand the process, you appoint a consultant who does.
  • Who manages the financing process?

    From the point you reach agreement with a financier, they will typically manage the financing process with their legal representatives. It is important that you respond to all of their questions and requests in a timely manner to ensure that there are no delays in them obtaining an approval or agreeing the financing documentation.
  • Do I have to contact financiers?

    Once you have launched your financing opportunity on FlyFunder, financiers will contact you. They have declared certain criteria such as jurisdictions, aircraft types and deal sizes that they can finance and will be notified if your opportunity meets their requirements. Once a financier declares interest in your opportunity you will receive an email notification and be directed to the FlyFunder messaging platform where you can commence commercial discussions, exchange documents and invite other participants into your discussion.
  • Who are the additional service providers?

    FlyFunder offers users a simple messaging service where industry specialist lawyers and appraisers/surveyors can be contacted to support transactions. Over time, FlyFunder plans to add multiple service providers to ensure that users can connect with general aviation specialists in the marketplace. Service providers pay to advertise on FlyFunder and FlyFunder makes no recommendation or endorsement of the groups.
  • How do I pay the FlyFunder Commission?

    Once the deal launcher and successful financier confirm that terms have been agreed an invoice is issued by FlyFunder to the financier for 0.2% of the financed amount. This is payable upon the closing of the transaction. By signing up to the FlyFunder terms and conditions, financiers are legally bound to pay the 0.2% commission.
  • How do I know who I am talking to?

    While FlyFunder have the ability to monitor users and withdraw access to the site if terms and conditions are being breached, it is the responsibility of users to ensure that they conduct all of the diligence necessary to confirm the identity of the party they are speaking to.
  • What if I am a financier and I have already seen the deal?

    If you are a financier and you have already seen a deal from another source do not worry. Deal launchers will have to name financiers who have already seen the deal during the launch process. You will not need to pay a commission to FlyFunder if you were not introduced to the customer by FlyFunder. It is of course unlikely that you will close a transaction via FlyFunder if you have already seen a transaction before it was launched on FlyFunder and not taken it forward to approval.
  • What if I leave my job?

    If you leave your current role and still need access to FlyFunder you will need to set up a new account. The terms and conditions that you sign up to when you join FlyFunder will need to be signed up to again with your new institution.
  • Why isn’t FlyFunder a price comparison site?

    General aviation financing is about so much more than just the interest rate or lease rate being paid. With deal length, balloon payments and loan to values impacting monthly repayments, there are also considerations such as purchase options, the jurisdiction of the lender/lessor, tax and the accounting treatments each deal type receives. Financiers often have lengthy and detailed due diligence processes that need to be completed before offering pricing to a potential customer. AirFinance, the team that created FlyFunder, deliberated at length how the general aviation community would be best served, and concluded that providing a simple introduction between parties was the most appropriate. This gives those requiring finance the opportunity to discuss their financing needs and see what might be available. Financiers can, in turn determine from initial discussions whether a deal is possible. Manufacturers and sales brokers do not want to divulge the identities of their buyers and therefore FlyFunder does not announce this information. Only non-sensitive information is shared and financiers can introduce themselves if they think that the deal could match their lending criteria.
  • Can I advertise on FlyFunder?

    FlyFunder are always looking for entrepreneurial like-minded groups to partner with. If you are interested in showcasing your business on FlyFunder or think there is an opportunity for us to work together, please contact us on admin@flyfunder.com.
  • Who do I contact at FlyFunder if I have a question?

    Please contact FlyFunder on admin@flyfunder.com via the contact form at the bottom of www.flyfunder.com or on +44(0) 203-372-4775 with any questions you may have. We look forward to hearing from you.

Welcome to FlyFunderTM!

 

Please read these terms and conditions carefully, as they form the agreement (the "Agreement") between you and the entity listed in Section 18 (Disputes) ("we", "our" and "us") that govern your access to the Services.  IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU MUST NOT USE THE SERVICES.  If you have any questions concerning this Agreement, please contact admin@flyfunder.com.

 

1. DESCRIPTION OF FLYFUNDER

 

"FlyFunder" is comprised of the features and services (each, a "Service"; collectively, the "Services") made available through www.flyfunder.com (the "Website").  FlyFunder provides a forum on which persons who sign up as deal launchers (e.g., manufacturers, aircraft buyers, brokers, etc.) (the "Deal Launchers") and lenders and lessors (the "Financiers"; together with Deal Launchers, the "Users") can identify and communicate with: (a) one another as well as exchange information relating to and in connection with one or more potential finance transactions (each, an "Opportunity") entered into in connection with the purchase or re-financing of fixed wing, turbo prop and/or rotor blade aircraft used for general and corporate aviation purposes (the "Aircraft"); and (b) advertisers who are identified as members (the "Members").  The Members include appraisers who may be certified and/or licensed by the competent authority in the jurisdiction(s) where they perform their functions as certified and/or licensed appraisers ("Appraisers") and solicitors (as this term is defined by the Solicitors Regulation Authority) qualified and practicing in England and Wales who are regulated by the Solicitors Regulation Authority of England and Wales ("Lawyers").  When an Opportunity has been documented between Users and has been funded by a Financier or that Opportunity has led to the funding by a Financier of the purchase one or more Aircraft other than or in addition to the original Aircraft that was the subject of the Opportunity (the "Transaction") a non-refundable fee (the "Finder Fee") is payable by the Financer to us in accordance with Section 8 (Payment terms).

 

We urge you to be responsible about your use of FlyFunder and any Transaction entered into as a result of FlyFunder.  You are solely responsible for your interactions with other Users.  We encourage Users to communicate directly with one another through the Services and to take other reasonable measures to assure themselves of one another's identity, but we assume no responsibility for the confirmation of any User's purported identity, nor do we assume responsibility to monitor or control how Users use our Website, though we may do so in our sole and absolute discretion.  We may, without notice to you, suspend or cancel your account at any time, or take such other action as we determine in our sole discretion, if we suspect, in our sole discretion, that your account with us or your email account is being used in an unauthorized or fraudulent manner.

 

We do not finance, lease, own or manage Aircraft.  We are not a party to any agreement between Users, even if FlyFunder facilitates Transactions and/or allows Users to track the progress of Transactions or provides them with other tools, services or products.

 

You are solely responsible for any Opportunity and/or Transaction, including the quality, condition or safety of an Aircraft, legality of the Opportunity and/or Transaction, the truth or accuracy of the Opportunities listed, or your ability to enter into contracts in respect of Transactions. You acknowledge and agree that you may be required to enter into one or more separate agreements, waivers or terms and conditions prior to entering into a Transaction and that they may place restrictions on your Transaction.

 

As set forth in greater detail in this Agreement, you further agree that you are responsible for and agree to abide by all laws, rules and regulations that may be applicable to: the listing of Opportunities; the execution and completion of Transactions; and the conduct of your business, including but not limited to any and all laws, rules, regulations or other requirements relating to taxes, data and privacy, bank regulation, permits or license requirements, and compliance with all export, sanctions and anti-money laundering laws.

 

Please be aware that, even though we are not a party to any Transaction and assume no liability for legal or regulatory compliance of Transactions and/or Opportunities, there may be circumstances where we are nevertheless legally obligated (as we may determine in our sole discretion) to provide information relating to your Opportunity or Transaction in order to comply with governmental bodies in relation to investigations, litigation or administrative proceedings, and we may choose to comply with or disregard such obligation in our sole discretion.

 

We reserve the right to amend the Services at any time in our sole and absolute discretion.

 

2. CONSENT TO BE BOUND BY ELECTRONIC SIGNATURE

 

By creating an account on the Website, or using any of the Services you are signing this Agreement electronically.  You agree that your electronic signature is the legal equivalent of your manual signature on this Agreement.  By selecting "By Registering, I agree to the Terms and Conditions of FlyFunder" you consent to be bound by this Agreement.  If you are using the Services on behalf of an organization, you are agreeing to this Agreement for that organization and promising to us that you have the authority to bind that organization to this Agreement (in which event, "you" and "your" will refer to that organization).  You hereby irrevocably: (a) waive any "opt-out" rights that you may have under applicable law to use or receive physical copies of this Agreement; (b) consent to receive communications from us in an electronic form; and (c) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing.

 

3. OWNERSHIP; LICENSE; PERMITTED AND PROHIBITED USES OF THE WEBSITE

 

3.1 Ownership

 

We own the Website.  The Website and all content and information on the Website are protected by copyright as a collective work and/or compilation, pursuant to applicable U.S. and international copyright laws and conventions and database rights. You agree to abide by any and all copyright notices, information, or restrictions contained in or relating to any content on the Website. Copying, storing or otherwise accessing the Website or any content on the Website for other than for your use in accordance with this Agreement is expressly prohibited without prior written permission from us.

 

3.2 Limited license; Permitted and prohibited uses of the Website

 

We grant to you a limited, revocable, non­exclusive license to access the Website solely for the purpose of using the Services, all in accordance with this Agreement.  In connection therewith, you may download, display, and/or print any portion of the Website. You may not modify the same, and you must reproduce our copyright notice in the form displayed on the relevant portion(s) of the Website that you desire to download, display or print.

 

With respect to any messaging and document sharing functions (each, a "Forum"):

 

  • We will have the right, but not the obligation, to monitor or review any Forum at any time for any readily apparent violation of this Agreement or illegal content. Notwithstanding the foregoing, you acknowledge that we are under no obligation to edit or modify any information available in a Forum or decide any dispute or disagreement between posters and will have no liability to you for any content posted in a Forum. However, if any such violation of this Agreement is brought to our notice by an affected person, we shall inform you of such non-compliance and remove such content that is in contravention.

  • You acknowledge that any opinions, statement, recommendation, offers, advice or other information presented or disseminated on any Forum are those of their respective authors who are solely responsible and liable for their content. We reserve the right, in our sole discretion, to refuse to post or remove any material submitted or posted on any Forum and terminate your access and usage rights to the Service.

  • We reserve the right to refuse hypertext links to, or addresses of, other websites, and to remove links or web addresses without notice at our sole discretion. Further, we reserve the right to charge for hypertext links at any time.

 

Any use of the Website that is not for one of these purposes or otherwise in accordance with this Agreement or as otherwise authorized by us in writing is expressly prohibited.  In addition, you are hereby expressly prohibited from using the Services to:

 

    • Create a false identity on the Website;

    • Use an image that is not your likeness or a headshot photo for your profile;

    • Misrepresent your identity, including the use of a pseudonym;

    • Create a user profile for anyone but yourself;

    • Use or attempt to use another's account;

    • Disclose information that you do not have the right to disclose;

    • Share or disclose information of others without their express consent;

    • Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology, or any part thereof;

    • Imply or state that you are affiliated with or endorsed by us without our express consent;

    • Rent, lease, loan, trade, sell/re-sell access to the Services or related any information or data;

    • Monitor the Services' availability, performance or functionality for any competitive purpose;

    • Engage in "framing," "mirroring," or otherwise simulating the appearance or function of the Services;

    • Access the Services except through the interfaces expressly provided by us;

    • Override any security feature of the Services;

    • Post any hypothetical Opportunity, irrespective of intent;

    • Post any content that is:

 

  • grossly harmful, unlawful, libelous, defamatory;

  • obscene, pornographic, indecent, lewd;

  • racially or ethnically offensive, suggestive, harassing, threatening, hateful, disparaging;

  • relating to or encouraging money laundering;

  • invasive of privacy or publicity rights;

  • abusive, inflammatory, fraudulent; or

  • otherwise objectionable;

 

    • Post any content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law, including without limitation, the violation of anti-money laundering rules, export controls and international sanctions;

    • Post any content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;

    • Post any content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;

    • Post unsolicited promotions, advertising or solicitations;

    • Use viruses, spyware, trojans, corrupted data or any other harmful, disruptive or other destructive files, code, or programs designed to interrupt, destroy or limit the functionality of any computer resource;

    • Post any content that deceives or misleads the recipient of that content about the origin of such messages; and/or

    • Post any content that in our sole and absolute discretion is inappropriate or objectionable and inhibits other Users from using the Website.

 

3.3 License to Your Content

 

You own any content, images, text or other materials you upload to the Service ("Your Content"). You grant us a non-exclusive, fully paid, perpetual, irrevocable, worldwide, royalty-free, and fully sublicensable right (including any moral rights) to transmit, use and disclose Your Content posted on the Service solely to the extent necessary to provide the Service, as otherwise permitted by this Agreement, or to comply with any request of a governmental or regulatory body (including subpoenas or court orders), as otherwise required by law, or to respond to an emergency which we believe in good faith requires us to disclose information to assist in preventing the death or serious bodily injury of any person.

 

You represent and warrant that: (a) you have all the rights in your Content necessary for you to use the Service and to grant the rights in this Section; and (b) the storage, use or transmission of Your Content doesn't violate any law or this Agreement.

 

You will: (a) be solely responsible for the nature, quality and accuracy of Your Content; (b) ensure that Your Content (including the storage or transmission thereof) complies with these Terms and any and all applicable laws, and regulations; (c) promptly handle and resolve any notices and claims relating to Your Content, including any notices sent to you by any person claiming that any of Your Content violates any person's rights, such as take-down notices pursuant to the Digital Millennium Copyright Act and any other notices; and (d) maintain appropriate security, protection and backup copies of Your Content, which may include, your use of additional encryption technology to protect Your Content from unauthorized access. We will have no liability of any kind as a result of the deletion of, correction of, destruction of, damage to, loss of or failure to store or encrypt any of Your Content.

 

You must immediately notify us in writing of any unauthorized use of: (a) any of Your Content (b) any account; or (c) the Service that comes to your attention. In the event of any such unauthorized use by any third party that obtained unauthorized access through you, you will take all steps necessary to terminate such unauthorized use. You will provide us with such cooperation and assistance related to any such unauthorized use as we may reasonably request.

 

4. COMMENTS

 

We welcome your comments regarding many areas of our business. If you want to send us a comment, we simply request that you send it to us using the "Contact" link.  If you choose to submit any comments, whether as ideas, original creative artwork, suggestions or other works (in this paragraph, "comments") in any form to us, then regardless of what you say, write or provide to us in connection with your comments, you agree that: (a) your comments and their contents will automatically become our property, without any compensation to you; (b) we may use or redistribute any such comments and their contents for any purpose and in any way; (c) we have no obligation to review any comments; and (d) we have no obligation to keep any comments confidential.

 

5. SOCIAL MEDIA OR THIRD PARTY WEBSITES

 

If FlyFunder offers a tool or service which allows us to access or use any profile or other information about you that you have provided to LinkedIn or another third party website (each a "Social Media Site") and you decide to use such a tool or service, you acknowledge and agree that: (a) The information or content that are a part of your Social Media Site profile, which you have designated as "public" (or a similar designation) (with such information or content and referred to herein as "Social Media Content") may be accessed and used by us in connection with the Website; (b) The Social Media Content will be deemed to be "Your Content" under this Agreement and both you and we shall have the same rights and responsibilities as you and we have with respect to Your Content under this Agreement; (c) In the event that the Social Media Content was for any reason misclassified with a public or similar designation or is otherwise inaccurate or to which you do not agree with for any reason, you agree to work with the Social Media Site to make any changes or resolve any disputes and acknowledge that we will not be able to provide you with recourse; and (d) The operation of your profile and account with and on the Social Media Site shall continue to be governed by the terms and conditions and privacy policy of such Social Media Site.

 

6. LINKS TO THIRD PARTY SITES

 

This Website may contain links and pointers to other Internet sites, resources, and Members. Links to and from the Website to other third­party sites, maintained by third parties, do not constitute an endorsement by us of any third parties, the third­party sites or the contents thereof. We may also provide tools to allow interaction between the Website and a third party site, such as a Social Media Site. We are not responsible in any way for such third­party sites or resources and your use of such sites and resources will not be governed by this Agreement.

 

7. PROTECTION OF INTELLECTUAL PROPERTY (CODE, ETC.); DIGITAL MILLENNIUM COPYRIGHT ACT

 

This section is intended for us to comply with Section 512(c)(3) of the DMCA (17 U.S.C. § 512 et seq.). If you believe any of the Content infringes upon your intellectual property rights, please submit a notification alleging such infringement (a "DMCA Takedown Notice"). To be valid, a DMCA Takedown Notice must (a) be provided to admin@flyfunder.com, and (b) include all of the following (failing which, we shall not be authorized to takedown any Content): (1) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works; (3) Identification of the material claimed to be infringing or to be the subject of infringing activity and that is to be removed or access disabled and information reasonably sufficient to permit the Partner to locate the material; (4) Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail; (5) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (6) A statement that, under penalty of perjury, the information in the notification is accurate and you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.

 

8. PAYMENT TERMS

 

Our functional currency is United States Dollars (or such other lawful currency used in the United States from time to time) ("USD" or "$"), but we reserve the right to invoice in other currencies at the spot foreign exchange rate in effect for USD on the date of the invoice as published in the Wall Street Journal or as may otherwise be specified by us on the invoice in our sole and absolute discretion.  The amount of the Finder Fee is 0.20% of the financed amount of a Transaction. We shall send the Financier an invoice for the Finder Fee along with payment details at the Terms Agreed stage.  The Financier shall pay the Finder Fee less any amounts owed to other parties in accordance with the FlyFunder invoice when it funds the relevant Transaction.  The Financier shall assume the cost of any transfers gross up the Finder Fee to compensate for any withholding or other taxes that may attach.  The Finder Fee is non-refundable and is earned upon our receipt of it.  FlyFunder charges other fees for the various services provided herein, which are negotiated separately.

 

9. SUSPENSION AND TERMINATION

 

We reserve the right, to temporarily suspend or terminate your access to the Service at any time in our sole discretion, with or without cause, with or without notice, and without incurring liability of any kind. If, in our determination, the suspension might be indefinite and/or we have elected to terminate your access to the Service, we will use commercially reasonable efforts to notify you through the Service and/or by email to the email address associated with your account. You acknowledge that if your access to the Service is suspended or terminated, you may no longer have access to Your Content that is stored with the Service.

 

Upon termination by us, for reasons other than cause, you may request access to Your Content, which we will make available for an additional fee.  You must make such request within five (5) days following termination. Otherwise, any of Your Content will not be retrievable, and we will have no obligation to maintain any data stored in your account.

 

The following sections shall survive termination in accordance with this Section 9 (Suspension and Termination): 8 (Payment terms) for any Opportunity identified during this agreement and which becomes a Transaction after the termination of this Agreement; 15 (Limitation of liability); 16 (Indemnification); and 18 (Disputes).

 

10. WEBSITE HOSTED AND DATA STORED IN THE UNITED STATES

 

By using FlyFunder, you agree and acknowledge that it is hosted in the United States. If you are attempting to access FlyFunder from a physical location within any region with laws or regulations governing personal data collection, use, and disclosure that differ from United States laws (by way of example only and without limitation, the European Union and Asia), please be advised that through your continued use of this Website, which is governed by U.S. law, this Agreement, and the Privacy Policy (www.flyfunder.com/help#terms-and-conditions), you are transferring information that may include personal information to the United States, and you consent to (a) such transfer, (b) the application of the laws of the United States and/or the State of California with respect to any dispute arising from or related to the Privacy Policy and/or your use of the Service, and (c) the exclusive jurisdiction of the courts of the United States and the State of California.

 

11. EXPORT CONTROLS

 

You may not use, export, import, or transfer the Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Service, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You acknowledge and agree that products, services or technology provided by or accessed through FlyFunder are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer FlyFunder's products, services or technology or use FlyFunder to export, re-export or transfer Aircraft or its/their parts or technology, either directly or indirectly, to any country in violation of such laws and regulations or such other export control laws of any other country.

 

12. SANCTIONS

 

(a) Neither you nor any of your subsidiaries or any director, officer, employee, agent, or affiliate or any of its/their subsidiaries is an individual or entity ("Person") that is, or is owned or controlled by Persons that are: (x) the subject of any sanctions administered or enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control ("OFAC"), the U.S. Department of State, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, "Sanctions"), or (y) located, organized or resident in a country or territory that is, or whose government is, the subject of Sanctions; (b) you will not, directly or indirectly, use the proceeds of any Transaction or paid by us in accordance with this Agreement, or lend, contribute or otherwise make available such proceeds to any subsidiary, joint venture partner or other Person: (x) to fund any activities or business of or with any Person, or in any country or territory, that, at the time of such funding, is, or whose government is, the subject of Sanctions, or (y) in any other manner that would result in a violation of Sanctions by any Person; and (c) you shall not use the Website in violation of Sanctions or to facilitate the violation of Sanctions by any third party.

 

13. REPRESENTATIONS, WARRANTIES AND ACKNOWLEDGEMENTS

 

(a) If you are a Deal Launcher, then you represent, warrant and acknowledge each time you use the Services that: (1) (A) Each Opportunity posted by you relates to a uniquely identified potential transaction and that the information you provide on the Website is true and correct in all material respects.  You have no ability to substitute one or more Opportunities for another, though you have the ability to modify them.  You have the ability to review a summary of any Opportunity before it is published on the Website.  (B) Once you post an Opportunity to the Website, you agree that you shall use the Website and the Services exclusively in relation to that Opportunity.  Consequently, if the Opportunity is listed on another website, you shall delist the opportunity from that website.  If you fail to delist the Opportunity from the other website and you receive funding for that Opportunity, irrespective of whether a Financier is the source of funds for that Opportunity, then within two (2) calendar days of the funding you agree to pay us the Finder Fee we otherwise would have received had a Financier funded the Opportunity; (2) A Financier's declaration of interest is only an indication of interest in an Opportunity; it is not a commitment to provide financing.  Any commitment to extend financing is subject to signed documentation, satisfaction of customary conditions and the Financier's usual approvals and processes; (3) We make no guarantee that you will find financing for any Opportunity; (4) You have updated on the Website the status of all of the Opportunities posted by you and you consent to our contacting you and/or the parties involved in any given Opportunity telephonically or in writing to ascertain the status of that Opportunity; (5)        If you are acting on behalf of a principal, you have the authority to act on behalf of that principal, and you have confirmed on the Website you’re your representation of that principal is exclusive or non-exclusive;  (6) If you are an individual, then you are a natural person who, due to your sophistication, income and/or net worth, are exempt from consumer protection legislation; (7) If you are acting on behalf of an individual, then that individual is a natural person who, due to her/his sophistication, income and/or net worth, is exempt from consumer protection legislation; (8) Any broker fee-sharing arrangements have been disclosed.

 

(b) If you are a Financier, then you represent, warrant and acknowledge each time you use the Services that: (1) Your declaration of interest is only an indication of interest in an Opportunity; it is not a commitment to provide financing.  Any commitment to extend financing is subject to signed documentation, satisfaction of customary conditions and your usual approvals and processes; (2) There is no guarantee that you will provide financing for any Opportunity; (3) You have updated on the Website the status of all of the Opportunities to which you have declared interest and you consent to our contacting you and/or the parties involved in any given Opportunity telephonically or in writing to ascertain the status of that Opportunity; and (4) You have disclosed to the Deal Launcher the amount of Finder Fee and the mechanics of its payment.

 

(c) If you are a User who uses the Services to find a Member, you represent, warrant and acknowledge each time you use the Services to find a Member that: (1) All Members pay a fee to us to be listed and identified as a Member; (2) We have conducted no diligence on any Member; (3) We endorse no Member; (4) If a User hires a Member, the User does so at its own risk; and (5) Communications made through the Website are not confidential.

 

(d) If you are a User who uses the Services to find a Member who is a Lawyer, you represent, warrant and acknowledge each time you use the Service to find a Lawyer that: (1) that Service constitutes attorney advertising; (2) The Lawyers are solicitors (as this term is defined by the Solicitors Regulation Authority) qualified and practicing in England and Wales who are regulated by the Solicitors Regulation Authority of England and Wales; (3) The Lawyers who appear on the Website have paid a fee to be listed on the Website, and we have no interest in any fees that may be charged by a Lawyer to a User who engages that Lawyer after finding the Lawyer on our Website; (4) The use of our Service to find a Lawyer creates NO attorney-client relationship; (5) We endorse no Lawyer or his/her law firm, nor do we endorse any Lawyer's or his/her law firm's work or experience; (6) We have not screened any of the Lawyers who appear on the Website and it is your responsibility to assess the integrity, honesty and trustworthiness of all persons with whom the User communicates; (7) The Service to find a Lawyer does not constitute legal advice; (8) No communications with Lawyers made through the Website are either confidential or privileged.

 

14. DISCLAIMERS

 

THE SITE, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SITE, IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE CONTENT ON THE SITE OR THE MATERIALS, INFORMATION AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE SITE, FOR ANY PRODUCTS OR SERVICES OR HYPERTEXT LINKS TO THIRD PARTIES OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE SITE OR ANY LINKED SITE, EVEN IF WE BECOME AWARE OF ANY SUCH BREACHES. FURTHER, WE EXPRESSLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NON­INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR ACCURACY.

 

YOU ACKNOWLEDGE AND AGREE THAT ANY TRANSMISSION TO AND FROM THIS WEBSITE IS NOT CONFIDENTIAL AND YOUR COMMUNICATIONS OR USER CONTRIBUTED CONTENT MAY BE READ OR INTERCEPTED BY OTHERS. YOU FURTHER ACKNOWLEDGE AND AGREE THAT BY SUBMITTING COMMUNICATIONS OR USER CONTRIBUTED CONTENT TO US AND BY POSTING INFORMATION ON THE WEBSITE NO CONFIDENTIAL, FIDUCIARY, CONTRACTUALLY IMPLIED OR OTHER RELATIONSHIP IS CREATED BETWEEN YOU AND US OTHER THAN PURSUANT TO THESE TERMS.

 

YOU ACKNOWLEDGE AND AGREE THAT YOU WILL NOT HOLD OR SEEK TO HOLD US OR ANY THIRD PARTY PROVIDER RESPONSIBLE FOR THE CONTENT PROVIDED BY ANY USER, INCLUDING, WITHOUT LIMITATION, ANY TRANSLATION THEREOF, AND YOU FURTHER ACKNOWLEDGE AND AGREE THAT WE ARE NOT A PARTY TO ANY TRANSACTION, FIND A MEMBER OR OTHER TRANSACTION BETWEEN USERS OF THE WEBSITE. WE HAVE NO CONTROL OVER AND DO NOT GUARANTEE THAT USERS WILL COMPLETE A TRANSACTION, FIND A MEMBER OR THE TRUTH OR ACCURACY OF ANY CONTENT PROVIDED ON THE WEBSITE.  WE MAKE NO ENDORSEMENT OF, NOR DO WE GUARANTEE, THE ABILITY OF ANY USER AND/OR MEMBER.

 

15. LIMITATION OF LIABILITY

 

IN NO EVENT WILL WE AND OUR SHAREHOLDERS, MEMBERS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, CONSULTANTS, AGENTS AND/OR EMPLOYEES (COLLECTIVELY, THE "GROUP"), OR ANY THIRD PARTY PROVIDER OF A SERVICE OR TOOL OFFERED ON THE WEBSITE (EACH A "THIRD PARTY PROVIDER"), BE LIABLE FOR ANY DIRECT, OR INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES AS WELL AS LOST PROFITS, REVENUES OR DATA, ARISING OUT OF, BASED ON, OR RESULTING FROM: (A) THE WEBSITE; (B) THIS AGREEMENT; (C) ANY BREACH OF THIS AGREEMENT BY YOU OR A THIRD PARTY; (D) USE OF THE WEBSITE, TOOLS OR SERVICES WE PROVIDE, OR ANY THIRD PARTY PROVIDER PROVIDES, RELATED TO THE BUSINESS WE OPERATE ON THE WEBSITE, BY YOU OR ANY THIRD PARTY; (E) ANY USER CONTRIBUTED CONTENT; (F) INTERACTION BETWEEN OUR WEBSITE AND ANY THIRD PARTY SITE, INCLUDING WITHOUT LIMITATION A SOCIAL MEDIA SITE, FACILITATED BY A TOOL OR SERVICE ON OUR WEBSITE; (G) ANY ACTUAL OR ATTEMPTED COMMUNICATION OR TRANSACTION, INCLUDING WITHOUT LIMITATION, ANY PAYMENT TRANSACTION (EVEN IF WE OR ANY THIRD PARTY PROVIDER RECEIVE A COMMISSION OR FEE IN CONNECTION THEREWITH) BETWEEN USERS; (H) THE UNAUTHORIZED USE OF ANY USER'S ID OR PASSWORD; AND/OR (I) THE INTERRUPTION, SUSPENSION OR TERMINATION OF SERVICE; IN EACH CASE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

 

IF YOU ARE DISSATISFIED WITH THE WEBSITE, YOU DO NOT AGREE WITH ANY PART OF THIS AGREEMENT, OR HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST US, ANY THIRD PARTY PROVIDER OR ANY USER OF THE SITE WITH RESPECT TO THESE TERMS OR THE SITE, THEN YOUR SOLE AND EXCLUSIVE REMEDY AGAINST US IS TO DISCONTINUE USING THE SITE. IN ALL EVENTS, OUR LIABILITY, AND THE LIABILITY OF ANY MEMBER OF THE GROUP, TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCE ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO US IN THE TWELVE MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY OR (B) $100.00 IN THE AGGREGATE FOR ALL CLAIMS.

 

16. INDEMNIFICATION

 

In the event that you have a dispute with one or more other Users of the Website (including, without limitation, any dispute between users regarding any transaction or user contributed content) or any third party provider or any third party website that may be linked to or from or otherwise interact with the site, including without limitation any Social Media Site, you hereby agree to release, remise and forever discharge each member of the group, each of their respective agents, directors, officers, employees, and all other related persons or entities from any and all manner of rights, claims, complaints, demands, causes of action, proceedings, liabilities, obligations, legal fees, costs, and disbursements of any nature whatsoever, whether known or unknown, which now or hereafter arise from, relate to, or are connected with such dispute and/or your use of the site.

 

If you are a California resident, you waive California civil code section 1542, which says: "a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."

 

You hereby agree to indemnify, defend and hold each member of the Group (collectively, the "Indemnified Parties") harmless from and against any and all liability and costs incurred by the Indemnified Parties in connection with any claim arising out of your use of FlyFunder or otherwise relating to the business we conduct on FlyFunder (including, without limitation, any potential or actual communication, transaction or dispute between you and any other user or third party), any content posted by you or on your behalf or posted by other users of your account to FlyFunder, any use of any tool or service provided by a third party provider, any use of a tool or service offered by us that interacts with a third party website, including without limitation any social media site or any breach by you of these terms or the representations, warranties and covenants made by you herein, including without limitation, attorneys' fees and costs. You shall cooperate as fully as reasonably required in the defense of any claim.

 

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without our written consent.

 

17. STATUTE OF LIMITATIONS

 

Regardless of any statute or law to the contrary or the applicable dispute resolution process, an informal complaint pertaining to any claim or cause of action arising out of or related to use of the Service or under the Agreement must be filed with us within one (1) year after such claim or cause of action arose or be forever barred.  Disputes, claims, or controversies concerning patents, copyrights, moral rights, trademarks, and trade secrets and claims of piracy or unauthorized use of the Service, including disputes involving a violation of the Communications Act of 1934, 47 U.S.C. § 605, or the Digital Millennium Copyright Act, 17 U.S.C. § 1201, or the Electronic Communications Privacy Act, 18 U.S.C. §§ 2510-2521, or any other statement or law governing theft of service, may be decided only by a court of competent jurisdiction must be filed with the appropriate court within three (3) years after such claim or cause of action arose or be forever barred.

 

18. DISPUTES

 

You are contracting with AirFinance Leasing, LLC, a Delaware limited liability company with a principal place of business in Saint Helena, California, acting through its FlyFunderTM division.  You agree that the laws of the State of California, U.S.A., excluding its conflict of laws rules, shall exclusively govern any dispute relating to this Agreement and/or the Services. We both agree that all of these claims can only be litigated in the federal or state courts of Napa, California, USA, and we each agree to personal jurisdiction in those courts.  The parties specifically exclude from application to this Agreement the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act.  THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that the dispute be resolved by a judge.  ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS SECTION 18 (DISPUTES) MUST BE LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE USER CANNOT BE LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER.

 

19. AMENDMENTS

 

This Agreement is subject to amendment by us in our sole discretion at any time. When any amendments are made, we will make a new copy of this Agreement available at the Website. We will also update the "Last Updated" date at the bottom of this Agreement.  All such amendments shall be effective immediately.  If you do not agree to any amendment, you will stop using the Website. Otherwise, your continued use of the Website constitutes your acceptance of such amendment. PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE CURRENT TERMS.

 

20. MISCELLANEOUS

 

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. Our failure to enforce any provision of this Agreement will not be deemed a waiver of such provision nor of the right to enforce such provision. If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect. A printed version of this Agreement and of any notice given in electronic form will be admissible in any proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. All contracts completed electronically will be deemed for all legal purposes to be in writing and legally enforceable as a signed writing.  Headings have provided for ease of reference only and shall not be used to interpret this Agreement.

 

21. DISCLOSURES

 

Please see our disclosures here: www.flyfunder.com/help#terms-and-conditions.

LAST UPDATED: May 16, 2016

 

 

 

FlyFunder – Attorney Agreement

 

This Attorney Membership Agreement (this "Agreement") is entered into by the member attorney ("you" or "Attorney") and the entity listed in Section 15 (Disputes) ("we", "our" and "us") and is effective as of the date you sign this Agreement electronically in accordance with Section 1 (Consent to be bound by electronic signature).

 

A service provided by www.flyfunder.com (the "Website") is an Internet-based forum that facilitates communications (the "Program") between legal professionals and potential consumers of legal services (the "Users"). The Program is a venue for such Users to exchange information with the goal of facilitating the formation of engagements between you and the Users.  The Program is offered as a long-term solution to assist attorneys in selecting clients and to focus in a desired area of practice. In the interests of your practice, you agree to actively participate in the Program throughout the term (the "Term") of the membership (the "Membership").

 

1. CONSENT TO BE BOUND BY ELECTRONIC SIGNATURE

 

By creating an attorney account on FlyFunder.com for use of the Program, you are signing this Agreement electronically.  You agree that your electronic signature is the legal equivalent of your manual signature on this Agreement.  By selecting "By Registering, I agree to the Terms and Conditions of FlyFunder" you consent to be bound by this Agreement.  If you are using the Program on behalf of a law firm, you are agreeing to this Agreement for that law firm and promising to us that you have the authority to bind that law firm to this Agreement (in which event, "you" and "your" and "attorney" will refer to that organization).  You hereby irrevocably: (1) waive any "opt- out" rights that you may have under applicable law to use or receive physical copies of this Agreement; (2) consent to receive communications from us in an electronic form; and (3) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing.  This Agreement incorporates the Privacy Policy that may be found at www.flyfunder.com/help#terms-and-conditions .  The Privacy Policy is subject to change without notice.

 

2. ACCESS TO PROGRAM FEATURES

 

During the Term of your Membership, you will have certain limited access to the Program. Currently, the Program features include a law firm profile page, a messaging and document exchange platform, personal home page to manage your profile and clients, and other features.

 

3. OWNERSHIP; LICENSE; PERMITTED AND PROHIBITED USES OF THE WEBSITE

 

3.1 Ownership

 

We own the Website.  The Website and all content and information on the Website are protected by copyright as a collective work and/or compilation, pursuant to applicable U.S. and international copyright laws and conventions and database rights. You agree to abide by any and all copyright notices, information, or restrictions contained in or relating to any content on the Website. Copying, storing or otherwise accessing the Website or any content on the Website for other than for your use in accordance with this Agreement is expressly prohibited without prior written permission from us.

 

3.2 Limited license; Permitted and prohibited uses of the Website

 

We grant to you a limited, revocable, non­exclusive license to access the Website solely for the purpose of using the Services, all in accordance with this Agreement.  In connection therewith, you may download, display, and/or print any portion of the Website. You may not modify the same, and you must reproduce our copyright notice in the form displayed on the relevant portion(s) of the Website that you desire to download, display or print.

 

With respect to any messaging and document sharing functions (each, a "Forum"):

 

  • We will have the right, but not the obligation, to monitor or review any Forum at any time for any readily apparent violation of this Agreement or illegal content. Notwithstanding the foregoing, you acknowledge that we are under no obligation to edit or modify any information available in a Forum or decide any dispute or disagreement between posters and will have no liability to you for any content posted in a Forum. However, if any such violation of this Agreement is brought to our notice by an affected person, we shall inform you of such non-compliance and remove such content that is in contravention.

  • You acknowledge that any opinions, statement, recommendation, offers, advice or other information presented or disseminated on any Forum are those of their respective authors who are solely responsible and liable for their content. We reserve the right, in our sole discretion, to refuse to post or remove any material submitted or posted on any Forum and terminate your access and usage rights to the Service.

  • We reserve the right to refuse hypertext links to, or addresses of, other websites, and to remove links or web addresses without notice at our sole discretion. Further, we reserve the right to charge for hypertext links at any time.

 

Any use of the Website that is not for one of these purposes or otherwise in accordance with this Agreement or as otherwise authorized by us in writing is expressly prohibited.  In addition, you are hereby expressly prohibited from using the Services to:

 

    • Create a false identity on the Website;

    • Use an image that is not your likeness or a headshot photo for your profile;

    • Misrepresent your identity, including the use of a pseudonym;

    • Create a user profile for anyone but yourself;

    • Use or attempt to use another's account;

    • Disclose information that you do not have the right to disclose;

    • Share or disclose information of others without their express consent;

    • Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology, or any part thereof;

    • Imply or state that you are affiliated with or endorsed by us without our express consent;

    • Rent, lease, loan, trade, sell/re-sell access to the Services or related any information or data;

    • Monitor the Services' availability, performance or functionality for any competitive purpose;

    • Engage in "framing," "mirroring," or otherwise simulating the appearance or function of the Services;

    • Access the Services except through the interfaces expressly provided by us;

    • Override any security feature of the Services;

    • Post any hypothetical Opportunity, irrespective of intent;

    • Post any content that is:

 

  • grossly harmful, unlawful, libelous, defamatory;

  • obscene, pornographic, indecent, lewd;

  • racially or ethnically offensive, suggestive, harassing, threatening, hateful, disparaging;

  • relating to or encouraging money laundering;

  • invasive of privacy or publicity rights;

  • abusive, inflammatory, fraudulent; or

  • otherwise objectionable;

 

    • Post any content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law, including without limitation, the violation of anti-money laundering rules, export controls and international sanctions;

    • Post any content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;

    • Post any content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;

    • Post unsolicited promotions, advertising or solicitations;

    • Use viruses, spyware, trojans, corrupted data or any other harmful, disruptive or other destructive files, code, or programs designed to interrupt, destroy or limit the functionality of any computer resource;

    • Post any content that deceives or misleads the recipient of that content about the origin of such messages; and/or

    • Post any content that in our sole and absolute discretion is inappropriate or objectionable and inhibits other Users from using the Website.

 

3.3 License to Your Content

 

You own any content, images, text or other materials you upload to the Service ("Your Content"). You grant us a non-exclusive, fully paid, perpetual, irrevocable, worldwide, royalty-free, and fully sublicensable right (including any moral rights) to transmit, use and disclose Your Content posted on the Service solely to the extent necessary to provide the Service, as otherwise permitted by this Agreement, or to comply with any request of a governmental or regulatory body (including subpoenas or court orders), as otherwise required by law, or to respond to an emergency which we believe in good faith requires us to disclose information to assist in preventing the death or serious bodily injury of any person.

 

You represent and warrant that: (a) you have all the rights in your Content necessary for you to use the Service and to grant the rights in this Section; and (b) the storage, use or transmission of Your Content doesn't violate any law or this Agreement.

 

You will: (a) be solely responsible for the nature, quality and accuracy of Your Content; (b) ensure that Your Content (including the storage or transmission thereof) complies with these Terms and any and all applicable laws, and regulations; (c) promptly handle and resolve any notices and claims relating to Your Content, including any notices sent to you by any person claiming that any of Your Content violates any person's rights, such as take-down notices pursuant to the Digital Millennium Copyright Act and any other notices; and (d) maintain appropriate security, protection and backup copies of Your Content, which may include, your use of additional encryption technology to protect Your Content from unauthorized access. We will have no liability of any kind as a result of the deletion of, correction of, destruction of, damage to, loss of or failure to store or encrypt any of Your Content.

 

You must immediately notify us in writing of any unauthorized use of: (a) any of Your Content (b) any account; or (c) the Service that comes to your attention. In the event of any such unauthorized use by any third party that obtained unauthorized access through you, you will take all steps necessary to terminate such unauthorized use. You will provide us with such cooperation and assistance related to any such unauthorized use as we may reasonably request.

 

4. MEMBERSHIP FEE; PAYMENT; TERM

 

(a) Your membership fee ("Membership Fee") is set out in the invoice we shall send you annually.  We are not a law firm and do not practice law; consequently, we are prohibited from fee-splitting and other fee-sharing arrangements.  You, therefore, agree that the Membership Fee is a fully-earned fee upon execution, due and payable according to paragraph (b) of this section 4, and that it is not contingent in any way upon the outcome of any client engagements; moreover, any payment terms that may be extended shall not change the status as fully-earned. (b) Your Membership Fee is due in full in accordance with our invoice. You hereby agree that we shall process your payment for the full amount by credit card or that you shall send to us your Membership Fee by bank transfer.  If you elect to have us process your payment by credit card, you agree that you will provide us with this required billing information: name, address, credit card number, expiration date and security code.  You further agree that you shall provide us with updated information in a timely manner upon the expiration or cancellation of, or other change to, your billing information.  If you elect to pay us by bank transfer, you shall forward to us a copy of the confirmation of the bank transfer. (c) The Term of the Membership shall be one (1) calendar year from the date of activation of your account.

 

5. ELIGIBILITY CRITERIA

 

(a) You must, at all times, be licensed to practice law in England and Wales by the Solicitors Regulation Authority. You may not use the Program during any period in which you are suspended or expelled from practice in England and Wales or any other jurisdiction where you are licensed.  You shall advise potential clients of all known or potential impediments to your ability to represent a client. (b) You shall, at all times, ensure that all information provided to us and published on the Website is true, accurate, and current, in all material respects. You agree that we may, in our sole discretion, deny you access to the Program and/or terminate the Membership hereunder, if you have a record of professional discipline, have suffered adverse civil or criminal judgments of any kind, or is the subject of complaints by other Users, or if we have any reason to believe that you will not fulfill your professional obligations to clients.

 

6. MODIFICATIONS TO PROGRAM

 

The Program is intended to assist prospective clients to locate a suitable and qualified attorney to handle their legal matters. To this end, we will continue to explore and adopt new technologies and methodologies, and make modifications to the Program in an ongoing effort to improve our program. You agree that we shall have the right to modify the layout, the features, or the processes of the Program, with or without notice to you.

 

7. REPRESENTATIONS AND WARRANTIES

 

You hereby represent and warrant on the date this Agreement is executed and on the date of any renewals hereof: (a) the execution, delivery and performance of Agreement have been duly authorized by all necessary action of you and your law firm and constitutes a legal, valid and binding obligation of you and/or your law firm; (b) you have satisfied yourself that the Program and your use of the Program is compliant with all laws applicable to you, including, without limitation, any rules of professional responsibility applicable to you; (c) you acknowledge that the Program is attorney advertising; (d) you acknowledge that the Program is not confidential and that you cannot create, nor have you created, an attorney client relationship through the Program; (e) you meet the eligibility criteria set out in Section [_] (Eligibility criteria); (f) your use of the Program does not constitute an endorsement (explicit or implicit) of you, your law firm, your experience or your ability to handle any particular matter; and (g) neither you nor have not paid any referral fees to us.

 

8. REPORTING, REFFERALS AND COMPLIANCE

 

(a) It is a material obligation of you to notify us of each client engaged through the Program. Notice of each client so engaged shall be sent within ten (10) days of engagement by email to admin@flyfunder.com. (b) You agree not to refer or otherwise transfer potential clients obtained through the Program to any other attorney or service provider outside of your law firm, unless (1) you remain the attorney of record and primary client contact on the case or (2) you receive no referral fee or compensation for doing so and the referral is in the best interests of the client. (c) You agree that we may use various techniques to verify compliance hereunder, and may contact anyone in its inquiry. Promptly upon our request, you shall provide a written accounting and supporting documentation of all clients engaged or introduced through the Program, to the extent that such will not violate any legal or ethical obligations.

 

9. ACKNOWLEDGEMENTS

 

You acknowledge and agree that: (a) we do not involve ourselves in or with the agreements between attorneys and clients or the representation of clients. You are solely responsible for assessing the integrity, honesty, and creditworthiness of all persons with whom you communicate through the Program; (b) we are not a law firm and cannot give legal advice to anyone. Any form of use of Program by a User is not intended to and will not create an attorney-client relationship between any person or entity and us. In addition, no communication with us shall create an attorney-client relationship, such being expressly denied; (c) You are solely responsible for all information that you submit through the Program, including, but not limited to, the attorney advertisements, attorney profile and contact information, fee proposals, templates, and all other communications with potential clients, and for any such information that is inaccurate, defamatory, deceptive, misleading, or violates the law or any rules of ethics, in any respect; (d) You are solely responsible to assess the credibility or trustworthiness of any and all information obtained through use of the Program. The information that is submitted to the Program is provided by Users (both attorneys and lay persons), and we do not warrant the validity or accuracy of any such information. You agree that we have no duty to review communications made on or through the Program and that we cannot advise Attorney on the legality or advisability of any communication; (e) You are responsible for compliance with avoiding conflicts of interest, and that it shall be your sole responsibility to run conflict of interest check(s) as may be appropriate and or required by law; (f) You will keep all information obtained through the Program in strict confidence regardless of whether an attorney-client relationship is ever established by you. You further agree to only use such information for purposes which are consistent with this Agreement. You shall make all reasonable effort, and work with us, to defend against any effort by any third party, including by way of subpoena, to obtain such information; (g) content, including but not limited to text, software, music, sound, photographs, graphics, video, page layout, and design or other material contained in the Program or information presented through the Program is protected by copyrights, trademarks, service marks, patents, confidentiality, and other proprietary rights and laws. You are permitted to use this material and information only as expressly authorized by us, and may not copy, reproduce, transmit, distribute, or create derivative works, of such content or information, without such express authorization. You agree that we shall own, and hereby assigns to us, the content, images, and copyright of the data provided by or regarding Attorney; (h) you will receive a password and account designation. You shall not sell, assign or otherwise allow another to use or access the Attorney's Program features, without our prior written consent, and shall take all reasonable precautions to prevent third-party access to such Program features. You are responsible for maintaining the confidentiality of the password and account, and is responsible for all activities that occur under your password or account. You agrees to immediately notify us of any unauthorized use of Attorney's password or account, or the event of any other breach of security; and (i) we do NOT: (i) promise exclusivity in any geographic territory or legal practice area; (ii) agree to any limit on the number of memberships; (iii) promise any level of matter traffic; (iv) agree to enter into or maintain any partnerships, advertising agreements, search engine optimization techniques, or any other specific arrangements or business practices; (v) promise to deliver any specific client or matter; or (vi) make any other guarantees, express or implied.

 

10. TERMINATION

 

Either party hereto may terminate this Agreement with fifteen (15) calendar days' notice.  Upon termination any amounts owing and unpaid by you shall become due and payable and we may delete data and files information published by you on the website and may delete the information and bar any further access to such files or the Program.

 

11. ONE-YEAR LIMITATIONS

 

Every cause of action between the parties must be filed within one (1) year after it arises, or be barred, unless such cause of action arises out of your improper disclosure or use of confidential information, or the violation of our proprietary rights, which then shall be governed by the applicable statute of limitations.

 

12. OUR RELATIONSHIP

 

You and we are independent contractors, and no agency, partnership, joint-venture, employee-employer, trust, fiduciary, franchisor-franchisee, or other relationship (other than that expressly described in this Agreement) is intended or created hereby. The failure of a party to exercise or enforce any right or provision hereunder shall not constitute a waiver of rights or provisions. This Agreement may only be modified by a writing signed by the parties.

 

13. INDEMNIFICATION

 

You shall defend and indemnify us (and all of our officers, directors, agents, subsidiaries and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with you or your law firm's negligence or malfeasance, including, without limitation: (1) the violation or breach by you of any advertising rules, legal ethics rules, and any other regulations governing your practice; or (2) any disputes between you and any Users of the Program.  Attorney shall hold us (and all of our officers, directors, agents, subsidiaries and employees) harmless from any and all of Attorney's claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with comments or information provided to us or the Program or to public fora by Users of the Program.

 

14. DISCLAIMER

 

You expressly agree that use of the program is at your sole risk. The program is provided on an "as is" and "as available" basis. We expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.  We make no warranty that the program will meet your requirements, that the program will be uninterrupted, timely, secure, or error free; nor do we make any warranty as to the results that may be obtained from the use of the program or as to the accuracy or reliability of any information obtained through the program or that defects in the software will be corrected.  We make no warranty regarding any goods or services purchased or information obtained through the program or any transactions entered into through the program. No advice or information, whether oral or written, obtained by attorney from us shall create any warranty not expressly stated herein.

 

15. DISPUTES

 

You are contracting with AirFinance Leasing, LLC, a Delaware limited liability company with a principal place of business in Saint Helena, California, acting through its FlyFunderTM division.  You agree that the laws of the State of California, U.S.A., excluding its conflict of laws rules, shall exclusively govern any dispute relating to this Agreement and/or the Services. We both agree that all of these claims can only be litigated in the federal or state courts of Napa, California, USA, and we each agree to personal jurisdiction in those courts.  The parties specifically exclude from application to this Agreement the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act.  THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that the dispute be resolved by a judge.  ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS SECTION 15 (DISPUTES) MUST BE LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE USER CANNOT BE LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER.

 

16. AMENDMENTS

 

This Agreement is subject to amendment by us in our sole discretion at any time. When any amendments are made, we will make a new copy of this Agreement available at the Website. We will also update the "Last Updated" date at the bottom of this Agreement.  All such amendments shall be effective immediately.  If you do not agree to any amendment, you will stop using the Website. Otherwise, your continued use of the Website constitutes your acceptance of such amendment. PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE CURRENT TERMS.

 

17. MISCELLANEOUS

 

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. Our failure to enforce any provision of this Agreement will not be deemed a waiver of such provision nor of the right to enforce such provision. If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect. A printed version of this Agreement and of any notice given in electronic form will be admissible in any proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. All contracts completed electronically will be deemed for all legal purposes to be in writing and legally enforceable as a signed writing.  Headings have provided for ease of reference only and shall not be used to interpret this Agreement.

 

 

 

LAST UPDATED: May 16, 2016

 

 

 

FlyFunder – Asset Services Agreement

 

This Asset Services Membership Agreement (this "Agreement") is entered into by the member ("you" or "Asset Services Providers") and the entity listed in Section 15 (Disputes) ("we", "our" and "us") and is effective as of the date you sign this Agreement electronically in accordance with Section 1 (Consent to be bound by electronic signature).

 

A service provided by www.flyfunder.com (the "Website") is an Internet-based forum that facilitates communications (the "Program") between aviation and financing professionals and potential consumers of services (the "Users"). The Program is a venue for such Users to exchange information with the goal of facilitating the formation of engagements between you and the Users.  The Program is offered as a long-term solution to assist Asset Services Providers in selecting clients and to focus in a desired area of practice. In the interests of your practice, you agree to actively participate in the Program throughout the term (the "Term") of the membership (the "Membership").

 

1. CONSENT TO BE BOUND BY ELECTRONIC SIGNATURE

 

By creating an Asset Services Providers account on FlyFunder.com for use of the Program, you are signing this Agreement electronically.  You agree that your electronic signature is the legal equivalent of your manual signature on this Agreement.  By selecting "By Registering, I agree to the Terms and Conditions of FlyFunder" you consent to be bound by this Agreement.  If you are using the Program on behalf of an Asset Services Provider, you are agreeing to this Agreement for that firm and promising to us that you have the authority to bind that firm to this Agreement (in which event, "you" and "your" and "Asset Services Providers" will refer to that organization).  You hereby irrevocably: (1) waive any "opt- out" rights that you may have under applicable law to use or receive physical copies of this Agreement; (2) consent to receive communications from us in an electronic form; and (3) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing.  This Agreement incorporates the Privacy Policy that may be found at www.flyfunder.com/help#terms-and-conditions.  The Privacy Policy is subject to change without notice.

 

2. ACCESS TO PROGRAM FEATURES

 

During the Term of your Membership, you will have certain limited access to the Program. Currently, the Program features include an Asset Service Providers firm profile page, a messaging and document exchange platform, personal home page to manage your profile and clients, and other features.

 

3. OWNERSHIP; LICENSE; PERMITTED AND PROHIBITED USES OF THE WEBSITE

 

3.1 Ownership

 

We own the Website.  The Website and all content and information on the Website are protected by copyright as a collective work and/or compilation, pursuant to applicable U.S. and international copyright laws and conventions and database rights. You agree to abide by any and all copyright notices, information, or restrictions contained in or relating to any content on the Website. Copying, storing or otherwise accessing the Website or any content on the Website for other than for your use in accordance with this Agreement is expressly prohibited without prior written permission from us.

 

3.2 Limited license; Permitted and prohibited uses of the Website

 

We grant to you a limited, revocable, non­exclusive license to access the Website solely for the purpose of using the Services, all in accordance with this Agreement.  In connection therewith, you may download, display, and/or print any portion of the Website. You may not modify the same, and you must reproduce our copyright notice in the form displayed on the relevant portion(s) of the Website that you desire to download, display or print.

 

With respect to any messaging and document sharing functions (each, a "Forum"):

 

  • We will have the right, but not the obligation, to monitor or review any Forum at any time for any readily apparent violation of this Agreement or illegal content. Notwithstanding the foregoing, you acknowledge that we are under no obligation to edit or modify any information available in a Forum or decide any dispute or disagreement between posters and will have no liability to you for any content posted in a Forum. However, if any such violation of this Agreement is brought to our notice by an affected person, we shall inform you of such non-compliance and remove such content that is in contravention.

  • You acknowledge that any opinions, statement, recommendation, offers, advice or other information presented or disseminated on any Forum are those of their respective authors who are solely responsible and liable for their content. We reserve the right, in our sole discretion, to refuse to post or remove any material submitted or posted on any Forum and terminate your access and usage rights to the Service.

  • We reserve the right to refuse hypertext links to, or addresses of, other websites, and to remove links or web addresses without notice at our sole discretion. Further, we reserve the right to charge for hypertext links at any time.

 

Any use of the Website that is not for one of these purposes or otherwise in accordance with this Agreement or as otherwise authorized by us in writing is expressly prohibited.  In addition, you are hereby expressly prohibited from using the Services to:

 

    • Create a false identity on the Website;

    • Use an image that is not your likeness or a headshot photo for your profile;

    • Misrepresent your identity, including the use of a pseudonym;

    • Create a user profile for anyone but yourself;

    • Use or attempt to use another's account;

    • Disclose information that you do not have the right to disclose;

    • Share or disclose information of others without their express consent;

    • Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology, or any part thereof;

    • Imply or state that you are affiliated with or endorsed by us without our express consent;

    • Rent, lease, loan, trade, sell/re-sell access to the Services or related any information or data;

    • Monitor the Services' availability, performance or functionality for any competitive purpose;

    • Engage in "framing," "mirroring," or otherwise simulating the appearance or function of the Services;

    • Access the Services except through the interfaces expressly provided by us;

    • Override any security feature of the Services;

    • Post any hypothetical Opportunity, irrespective of intent;

    • Post any content that is:

 

  • grossly harmful, unlawful, libelous, defamatory;

  • obscene, pornographic, indecent, lewd;

  • racially or ethnically offensive, suggestive, harassing, threatening, hateful, disparaging;

  • relating to or encouraging money laundering;

  • invasive of privacy or publicity rights;

  • abusive, inflammatory, fraudulent; or

  • otherwise objectionable;

 

    • Post any content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law, including without limitation, the violation of anti-money laundering rules, export controls and international sanctions;

    • Post any content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;

    • Post any content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;

    • Post unsolicited promotions, advertising or solicitations;

    • Use viruses, spyware, trojans, corrupted data or any other harmful, disruptive or other destructive files, code, or programs designed to interrupt, destroy or limit the functionality of any computer resource;

    • Post any content that deceives or misleads the recipient of that content about the origin of such messages; and/or

    • Post any content that in our sole and absolute discretion is inappropriate or objectionable and inhibits other Users from using the Website.

 

3.3 License to Your Content

 

You own any content, images, text or other materials you upload to the Service ("Your Content"). You grant us a non-exclusive, fully paid, perpetual, irrevocable, worldwide, royalty-free, and fully sublicensable right (including any moral rights) to transmit, use and disclose Your Content posted on the Service solely to the extent necessary to provide the Service, as otherwise permitted by this Agreement, or to comply with any request of a governmental or regulatory body (including subpoenas or court orders), as otherwise required by law, or to respond to an emergency which we believe in good faith requires us to disclose information to assist in preventing the death or serious bodily injury of any person.

 

You represent and warrant that: (a) you have all the rights in your Content necessary for you to use the Service and to grant the rights in this Section; and (b) the storage, use or transmission of Your Content doesn't violate any law or this Agreement.

 

You will: (a) be solely responsible for the nature, quality and accuracy of Your Content; (b) ensure that Your Content (including the storage or transmission thereof) complies with these Terms and any and all applicable laws, and regulations; (c) promptly handle and resolve any notices and claims relating to Your Content, including any notices sent to you by any person claiming that any of Your Content violates any person's rights, such as take-down notices pursuant to the Digital Millennium Copyright Act and any other notices; and (d) maintain appropriate security, protection and backup copies of Your Content, which may include, your use of additional encryption technology to protect Your Content from unauthorized access. We will have no liability of any kind as a result of the deletion of, correction of, destruction of, damage to, loss of or failure to store or encrypt any of Your Content.

 

You must immediately notify us in writing of any unauthorized use of: (a) any of Your Content (b) any account; or (c) the Service that comes to your attention. In the event of any such unauthorized use by any third party that obtained unauthorized access through you, you will take all steps necessary to terminate such unauthorized use. You will provide us with such cooperation and assistance related to any such unauthorized use as we may reasonably request.

 

4. MEMBERSHIP FEE; PAYMENT; TERM

 

(a) Your membership fee ("Membership Fee") is set out in the invoice we shall send you annually.  We are not a law firm and do not practice law; consequently, we are prohibited from fee-splitting and other fee-sharing arrangements.  You, therefore, agree that the Membership Fee is a fully-earned fee upon execution, due and payable according to paragraph (b) of this section 4, and that it is not contingent in any way upon the outcome of any client engagements; moreover, any payment terms that may be extended shall not change the status as fully-earned. (b) Your Membership Fee is due in full in accordance with our invoice. You hereby agree that we shall process your payment for the full amount by credit card or that you shall send to us your Membership Fee by bank transfer.  If you elect to have us process your payment by credit card, you agree that you will provide us with this required billing information: name, address, credit card number, expiration date and security code.  You further agree that you shall provide us with updated information in a timely manner upon the expiration or cancellation of, or other change to, your billing information.  If you elect to pay us by bank transfer, you shall forward to us a copy of the confirmation of the bank transfer. (c) The Term of the Membership shall be one (1) calendar year from the date of activation of your account.

 

5. ELIGIBILITY CRITERIA

 

(a) You must, at all times, hold the relevant licenses to practice your trade as applicable. You may not use the Program during any period in which you are suspended or expelled from practice in England and Wales or any other jurisdiction where you are licensed.  You shall advise potential clients of all known or potential impediments to your ability to represent a client. (b) You shall, at all times, ensure that all information provided to us and published on the Website is true, accurate, and current, in all material respects. You agree that we may, in our sole discretion, deny you access to the Program and/or terminate the Membership hereunder, if you have a record of professional discipline, have suffered adverse civil or criminal judgments of any kind, or is the subject of complaints by other Users, or if we have any reason to believe that you will not fulfill your professional obligations to clients.

 

6. MODIFICATIONS TO PROGRAM

 

The Program is intended to assist prospective clients to locate a suitable and qualified Asset Services Provider to handle their business requirements. To this end, we will continue to explore and adopt new technologies and methodologies, and make modifications to the Program in an ongoing effort to improve our program. You agree that we shall have the right to modify the layout, the features, or the processes of the Program, with or without notice to you.

 

7. REPRESENTATIONS AND WARRANTIES

 

You hereby represent and warrant on the date this Agreement is executed and on the date of any renewals hereof: (a) the execution, delivery and performance of Agreement have been duly authorized by all necessary action of you and your firm and constitutes a legal, valid and binding obligation of you and/or your firm; (b) you have satisfied yourself that the Program and your use of the Program is compliant with all laws applicable to you, including, without limitation, any rules of professional responsibility applicable to you; (c) you acknowledge that the Program is advertising; (d) you acknowledge that the Program is not confidential and that you cannot create, nor have you created, a client relationship through the Program; (e) you meet the eligibility criteria set out in Section 5 (Eligibility criteria); (f) your use of the Program does not constitute an endorsement (explicit or implicit) of you, your firm, your experience or your ability to handle any particular matter; and (g) neither you nor your firm have not paid any referral fees to us.

 

8. REPORTING, REFFERALS AND COMPLIANCE

 

(a) It is a material obligation of you to notify us of each client engaged through the Program. Notice of each client so engaged shall be sent within ten (10) days of engagement by email to admin@flyfunder.com. (b) You agree not to refer or otherwise transfer potential clients obtained through the Program to any other service provider outside of your firm. (c) You agree that we may use various techniques to verify compliance hereunder, and may contact anyone in its inquiry. Promptly upon our request, you shall provide a written accounting and supporting documentation of all clients engaged or introduced through the Program, to the extent that such will not violate any legal or ethical obligations.

 

9. ACKNOWLEDGEMENTS

 

You acknowledge and agree that: (a) we do not involve ourselves in or with the agreements between Asset Services Providers and clients or the representation of clients. You are solely responsible for assessing the integrity, honesty, and creditworthiness of all persons with whom you communicate through the Program; (b) we are not a law firm and cannot give legal advice to anyone. Any form of use of Program by a User is not intended to and will not create an Asset Services Provider-client relationship between any person or entity and us. In addition, no communication with us shall create an Asset Services Provider-client relationship, such being expressly denied; (c) You are solely responsible for all information that you submit through the Program, including, but not limited to, the  advertisements,  profile and contact information, fee proposals, templates, and all other communications with potential clients, and for any such information that is inaccurate, defamatory, deceptive, misleading, or violates the law or any rules of ethics, in any respect; (d) You are solely responsible to assess the credibility or trustworthiness of any and all information obtained through use of the Program. The information that is submitted to the Program is provided by Users (both Asset Service Providerss and lay persons), and we do not warrant the validity or accuracy of any such information. You agree that we have no duty to review communications made on or through the Program and that we cannot advise on the legality or advisability of any communication; (e) You are responsible for compliance with avoiding conflicts of interest, and that it shall be your sole responsibility to run conflict of interest check(s) as may be appropriate and or required by law; (f) You will keep all information obtained through the Program in strict confidence regardless of whether an attorney-client relationship is ever established by you. You further agree to only use such information for purposes which are consistent with this Agreement. You shall make all reasonable effort, and work with us, to defend against any effort by any third party, including by way of subpoena, to obtain such information; (g) content, including but not limited to text, software, music, sound, photographs, graphics, video, page layout, and design or other material contained in the Program or information presented through the Program is protected by copyrights, trademarks, service marks, patents, confidentiality, and other proprietary rights and laws. You are permitted to use this material and information only as expressly authorized by us, and may not copy, reproduce, transmit, distribute, or create derivative works, of such content or information, without such express authorization. You agree that we shall own, and hereby assigns to us, the content, images, and copyright of the data provided by or regarding Asset Services Providers; (h) you will receive a password and account designation. You shall not sell, assign or otherwise allow another to use or access the Asset Services Provider's Program features, without our prior written consent, and shall take all reasonable precautions to prevent third-party access to such Program features. You are responsible for maintaining the confidentiality of the password and account, and is responsible for all activities that occur under your password or account. You agree to immediately notify us of any unauthorized use of Your password or account, or the event of any other breach of security; and (i) we do NOT: (i) promise exclusivity in any geographic territory or legal practice area; (ii) agree to any limit on the number of memberships; (iii) promise any level of matter traffic; (iv) agree to enter into or maintain any partnerships, advertising agreements, search engine optimization techniques, or any other specific arrangements or business practices; (v) promise to deliver any specific client or matter; or (vi) make any other guarantees, express or implied.

 

10. TERMINATION

 

Either party hereto may terminate this Agreement with fifteen (15) calendar days' notice.  Upon termination any amounts owing and unpaid by you shall become due and payable and we may delete data and files information published by you on the website and may delete the information and bar any further access to such files or the Program.

 

11. ONE-YEAR LIMITATIONS

 

Every cause of action between the parties must be filed within one (1) year after it arises, or be barred, unless such cause of action arises out of your improper disclosure or use of confidential information, or the violation of our proprietary rights, which then shall be governed by the applicable statute of limitations.

 

12. OUR RELATIONSHIP

 

You and we are independent contractors, and no agency, partnership, joint-venture, employee-employer, trust, fiduciary, franchisor-franchisee, or other relationship (other than that expressly described in this Agreement) is intended or created hereby. The failure of a party to exercise or enforce any right or provision hereunder shall not constitute a waiver of rights or provisions. This Agreement may only be modified by a writing signed by the parties.

 

13. INDEMNIFICATION

 

You shall defend and indemnify us (and all of our officers, directors, agents, subsidiaries and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with you or your firm's negligence or malfeasance, including, without limitation: (1) the violation or breach by you of any advertising rules, legal ethics rules, and any other regulations governing your practice; or (2) any disputes between you and any Users of the Program.  You shall hold us (and all of our officers, directors, agents, subsidiaries and employees) harmless from any and all of Attorney's claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with comments or information provided to us or the Program or to public fora by Users of the Program.

 

14. DISCLAIMER

 

You expressly agree that use of the program is at your sole risk. The program is provided on an "as is" and "as available" basis. We expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.  We make no warranty that the program will meet your requirements, that the program will be uninterrupted, timely, secure, or error free; nor do we make any warranty as to the results that may be obtained from the use of the program or as to the accuracy or reliability of any information obtained through the program or that defects in the software will be corrected.  We make no warranty regarding any goods or services purchased or information obtained through the program or any transactions entered into through the program. No advice or information, whether oral or written, obtained by attorney from us shall create any warranty not expressly stated herein.

 

15. DISPUTES

 

You are contracting with AirFinance Leasing, LLC, a Delaware limited liability company with a principal place of business in Saint Helena, California, acting through its FlyFunderTM division.  You agree that the laws of the State of California, U.S.A., excluding its conflict of laws rules, shall exclusively govern any dispute relating to this Agreement and/or the Services. We both agree that all of these claims can only be litigated in the federal or state courts of Napa, California, USA, and we each agree to personal jurisdiction in those courts.  The parties specifically exclude from application to this Agreement the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act.  THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that the dispute be resolved by a judge.  ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS SECTION 15 (DISPUTES) MUST BE LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE USER CANNOT BE LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER USER.

 

16. AMENDMENTS

 

This Agreement is subject to amendment by us in our sole discretion at any time. When any amendments are made, we will make a new copy of this Agreement available at the Website. We will also update the "Last Updated" date at the bottom of this Agreement.  All such amendments shall be effective immediately.  If you do not agree to any amendment, you will stop using the Website. Otherwise, your continued use of the Website constitutes your acceptance of such amendment. PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE CURRENT TERMS.

 

17. MISCELLANEOUS

 

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. Our failure to enforce any provision of this Agreement will not be deemed a waiver of such provision nor of the right to enforce such provision. If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect. A printed version of this Agreement and of any notice given in electronic form will be admissible in any proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. All contracts completed electronically will be deemed for all legal purposes to be in writing and legally enforceable as a signed writing.  Headings have provided for ease of reference only and shall not be used to interpret this Agreement.

 

 

 

LAST UPDATED: May 16, 2016

 

 

 

 

FlyFunder – Privacy Policy

 

Last Updated: June 10, 2016

 

INTRODUCTION

 

This Privacy Policy applies to www.flyfunder.com.  We may modify this Privacy Policy from time to time, and if we make material changes to it, we will provide notice through our Service, or by other means so that you may review the changes before you continue to use our Services. If you object to any changes, you may deactivate your account. Continuing to use our Services after we publish or communicate a notice about any changes to this Privacy Policy means that you are consenting to the changes.

 

1. INFORMATION WE COLLECT

 

1.1. Data Controllers

 

The personal information provided to or collected by our Services is controlled by AirFinance Leasing, LLC 2030 Broadway, San Francisco, CA 94115, USA.  If you have any concern about providing information to us or having such information displayed on our Services or otherwise used in any manner permitted in this Privacy Policy and the User Agreement, you should not become a User, visit our websites, apps or otherwise use our Services.  If you have already registered, you can close your account.

 

1.2. Registration

 

To create an account on FlyFunder, you must provide us with at least your name, email address and/or mobile number, and a password and agree to our User Agreement or relevant Member Agreement and this Privacy Policy, which governs how we treat your information.  The types of information we may collect directly from you include your name, username, email address, your picture, postal address, phone number, information about your data storage preferences, employer's name, job title, transactional information (including services purchased or subscribed to and billing address) as well as any contact or other information you choose to provide. Please be aware that the information you choose to provide in your FlyFunder profile may reveal or identify information that is not expressly stated (for example, if you choose to provide your picture, your picture may reveal your gender). We also store the files or other information that you upload or provide to the Services in order to be able to provide you with the features and functionality of the Service.

 

1.3. Other information

 

Any information that you upload or sync with our Services is covered by the User Agreement and this Privacy Policy. You can remove your information at your convenience using the features we make available or in accordance with Section 3 (Your Choices & Obligations). You can remove your information at any time.

 

1.4 Customer Service

 

When you contact our customer support services, we may have to access your contributions to our Services and collect the information we need to categorize your question, respond to it, and, if applicable, investigate any breach of our User Agreement, relevant Member Agreement or this Privacy Policy. We also use this information to track potential problems and trends and customize our support responses to better serve you. We do not use this information for advertising.

 

1.5. Using www.flyfunder.com

 

We collect information when you use our website or other Services. For example, we collect information when you view or click on ads on and off our Services, view transactions and upload information through our Services. If you are logged in on www.flyfunder.com, or another Service or one of our cookies on your device identifies you, your usage information and the log data described in Section 1.10 of this policy, such as your IP address, will be associated by us with your account. Even if you're not logged into a Service, we log information about devices used to access our Services, including IP address.

 

1.6 [Reserved]

 

1.7. Cookies

 

You can control cookies through your browser settings and other tools. By visiting our Services, you consent to the placement of cookies and beacons in your browser and HTML-based emails in accordance with this Privacy Policy.

 

1.8 Reserved]

 

1.9. Log Files, IP Addresses, and Information About Your Computer and Mobile Device

 

When you visit or leave our Services by clicking a hyperlink or when you view a third-party site that includes our plugin or cookies (or similar technology), we automatically receive the URL of the site from which you came or the one to which you are directed. Also, advertisers receive the URL of the page that you are on when you click an ad on or through our Services. We also receive the internet protocol ("IP") address of your computer or the proxy server that you use to access the web, your computer operating system details, your type of web browser, your mobile device (including your mobile device identifier provided by your mobile device operating system), your mobile operating system (if you are accessing FlyFunder using a mobile device), and the name of your ISP or your mobile carrier. Most mobile devices allow you to prevent real time location data being sent to us, and we will honor your settings.

 

1.10. Single Sign-On

 

You can log in to our site using sign-in services such as LinkedIn. These services will authenticate your identity and provide you the option to share certain personal information with us such as your name and email address to pre-populate our sign up form. Services like LinkedIn give you the option to post information about your activities on FlyFunder to your profile page to share with others within your network.

 

1.11. Other

 

Our Services are a dynamic, innovative environment, which means we are always seeking to improve the Services we offer you. We often introduce new features, some of which may result in the collection of new information. Furthermore, new partnerships or corporate acquisitions may result in new features, and we may potentially collect new types of information. If we start collecting substantially new types of personal information and materially change how we handle your data, we will modify this Privacy Policy and notify you in accordance with Section 4.1 (Changes to Privacy Policy).

 

2. HOW WE USE YOUR PERSONAL INFORMATION

 

2.1. Consent to FlyFunder Processing Information About You

 

By providing personal information to us when you create or update your account and profile, you are expressly and voluntarily accepting the terms and conditions of our User Agreement or the relevant Member Agreement and freely accepting and agreeing to our processing of your personal information in ways set out by this Privacy Policy. Supplying to us any information deemed "sensitive" by applicable law is entirely voluntary on your part. You can withdraw or modify your consent to our collection and processing of the information you provide at any time, in accordance with the terms of this Privacy Policy and the User Agreement, by deactivating your FlyFunder account.

 

2.2. FlyFunder Communications

 

We communicate with you through email, notices posted on the FlyFunder websites, messages to your FlyFunder inbox, and other means available through the Services, including mobile text messages. Please be aware that you cannot opt out of receiving service messages from us.

 

2.3. User Communications

 

Communications that you initiate through our Services will list your name in the header of the message. Once you have begun communicating with an individual, regardless of who initiated the communication, your contact information will not be shared with that individual, unless you opt to provide your information to that individual.

 

2.4. Service Development; Customized Experience

 

We use information and content that you and other Users provide to us to conduct research and development for the improvement of our Services in order to provide you and other Users with a better, more intuitive experience and drive membership growth and engagement on our Services and to help connect professionals to economic opportunity.

 

We also customize your experience and the experiences of others on our Services.  We also use Members information and content for invitations and communications promoting our Services that are tailored to the recipient.

 

2.5. Sharing Information with Affiliates

 

We may share your personal information with our affiliates outside of the FlyFunder entity that is your data controller as reasonably necessary to provide the Services. You consent to this sharing.  We combine may information internally across different Services.

 

2.6. Sharing Information with Third Parties

 

No Users will be able to view your professional profile.

 

We do not rent or sell personal information that you have not posted on our Services, except as described in this Privacy Policy. We will not disclose personal information that is not published to your profile or generated through engagement with our other services, such as Groups and Company Pages, except to carry out your instructions (for example, to process payment information) or unless we have your separate consent, unless we have a good faith belief that disclosure is permitted by law or is reasonably necessary to: (1) comply with a legal requirement or process, including, but not limited to, civil and criminal subpoenas, court orders or other compulsory disclosures; (2) enforce this Privacy Policy or our User Agreement; (3) respond to claims of a violation of the rights of third parties; (4) respond to User service inquiries; or (5) protect the rights, property, or safety of FlyFunder, our Services, our Users, or the public. See Section 2.14 for additional details about our compliance with legal requests for information.

 

We support middleware providers that offer archiving solutions to firms subject to legal and regulatory archiving requirements, which, with your permission, facilitate the archiving of your communications and other activity by a third party for compliance purposes.

 

Also, if you have opted to bind any of your Service accounts to your LinkedIn or other similar account, you can easily share content from our Services to these third party services, in accordance with your account settings (which you may change at any time) and respective policies of these third parties.

 

Third parties (for example, your email provider) may give you the option to upload certain information in your contacts stored with us onto their own service. If you choose to share your contacts in this way, you will be granting your third party provider the right to store, access, disclose and use these contacts in the ways described in such third party's terms and privacy policy.

 

2.7. Search

 

You can search for Members and Opportunities on our Services. We use personal information from our Services to inform and refine our search service.  However, you cannot search directly for other Users.

 

2.8. Compliance with Legal Process and Other Disclosures

 

It is possible that we may need to disclose personal information, profile information, or information about your activities as a User or Member when required by law, subpoena, or other legal process, whether in the United States or elsewhere, or if we have a good faith belief that disclosure is reasonably necessary to (1) investigate, prevent, or take action regarding suspected or actual illegal activities or to assist government enforcement agencies; (2) enforce the User Agreement, investigate and defend ourselves against any third-party claims or allegations, or protect the security or integrity of our Service; or (3) exercise or protect the rights, property, or safety of FlyFunder, our Users, personnel, or others. We attempt to notify Users about legal demands for their personal information when appropriate in our judgment, unless prohibited by law or court order or when the request is an emergency. In light of our principles, we may dispute such demands when we believe, in our discretion, that the requests are overbroad, vague or lack proper authority, but do not commit to challenge every demand.

 

2.9. Disclosures to Others as the Result of a Change in Control or Sale of FlyFunder

 

We may also disclose your personal information to a third party as part of a sale of AirFinance Leasing, LLC or its assets, or as the result of a change in control of the company or one of its affiliates, or in preparation for any of these events. Any third party to which we transfer or sell our assets will have the right to continue to use the personal and other information that you provide to us in the manner set out in this Privacy Policy.

 

2.10. Service Providers

 

We may employ third party companies and individuals to facilitate our Services (e.g. maintenance, analysis, audit, marketing and development). These third parties have limited access to your information only to perform these tasks on our behalf and are obligated to us not to disclose or use it for other purposes.

 

2.11. Data Processing in the United States of America

 

By signing up to FlyFunder, you have consented to the transfer and processing of your information in the United States of America.

 

3. YOUR CHOICES & OBLIGATIONS

 

3.1. Rights to Access, Correct, or Delete Your Information, and Closing Your Account

 

You have a right to (1) access, modify, correct, or delete your personal information controlled by FlyFunder regarding your profile (other than your email because you must close your account when you change employment), (2) change or remove your content, and (3) close your account.  If you close your account(s), your information will generally be removed from the Service within seven business days. We generally delete closed account information and will de-personalize any logs or other backup information through the deletion process within 30 days of account closure, except as noted below.

 

Please note: Information you have shared with others (for example, through network updates, content sharing, or any Forum) or that others have copied may also remain visible after you have closed your account or deleted the information from your own profile. In addition, you may not be able to access, correct, or eliminate any information about you that other Users copied or exported out of our Services, because this information may not be in our control.

 

3.2. Data Retention

 

We retain the personal information you provide while your account is in existence or as needed to provide you services. We may retain your personal information even after you have closed your account if retention is reasonably necessary to comply with our legal obligations, meet regulatory requirements, resolve disputes between Users, prevent fraud and abuse, or enforce this Privacy Policy and our User Agreement. We may retain personal information, for a limited period of time, if requested by law enforcement. Our Customer Service may retain information for as long as is necessary to provide support-related reporting and trend analysis only.

 

4. IMPORTANT INFORMATION

 

4.1. Changes to this Privacy Policy

 

We may change this Privacy Policy from time to time. If we make significant changes in the way we treat your personal information, or to the Privacy Policy, we will provide notice to you on the Services or by some other means, such as email. Please review the changes carefully. If you agree to the changes, simply continue to use our Services. If you object to any of the changes to our terms and you no longer wish to use our Services, you may close your account(s). Unless stated otherwise, our current Privacy Policy applies to all information that we have about you and your account. Using our Services after a notice of changes has been communicated to you or published on our Services shall constitute consent to the changed terms or practices.

 

4.2. California's Shine the Light Law

 

California Civil Code Section 1798.83, known as the "Shine The Light" law, permits our customers who are California residents to request and obtain from us a list of what personal information (if any) we disclosed to third parties for direct marketing purposes in the preceding calendar year and the names and addresses of those third parties. Requests may be made only once a year and are free of charge. Under Section 1798.83, we currently do not share any personal information with third parties for their direct marketing purposes.

 

4.3. Security

 

We have implemented security safeguards designed to protect the personal information that you provide in accordance with industry standards. Access to your data on our Services is password- protected, and data such as credit card information is protected by SSL encryption when it is exchanged between your web browser and the Services. However, since the Internet is not a 100% secure environment, we cannot ensure or warrant the security of any information that you transmit to us. There is no guarantee that information may not be accessed, disclosed, altered, or destroyed by breach of any of our physical, technical, or managerial safeguards. It is your responsibility to protect the security of your login information. Please note that emails, instant messaging, and similar means of communication with other Users are not encrypted, and we strongly advise you not to communicate any confidential information through these means. Please help keep your account safe by using a strong password.

 

5. Contact

 

If you have any questions relating to this Privacy Policy, please contact us at admin@flyfunder.com.

 

 

 

FlyFunder – Disclosures

AirFinance Leasing, LLC ("AirFinance") has created the FlyFunder website with a view to facilitating the process by which financiers and their customers for corporate and general aviation aircraft find and communicate with one another as they evaluate opportunities to work together.  AirFinance is, of course, a participant in the corporate and general aviation finance market.  That is why a primary concern for AirFinance is to maintain the good reputation it has built and to ensure that the market trusts it to act appropriately and fairly.


It is on this basis that AirFinance wishes to make the following disclosures:


AirFinance


  • AirFinance is a Qualified Advisor to the Export-Import Bank of the United States.  In this capacity, AirFinance originates, structures and services aircraft finance transactions.

  • AirFinance has developed, and is developing, relationships with other export credit agencies.

  • AirFinance will have an account on FlyFunder as a Financier.

  • AirFinance is not yet able to enter into Transactions, but AirFinance's intent is to become a source of funds for corporate and general aviation finance transactions.


FlyFunder


  • FlyFunder consists of assets that AirFinance owns.  AirFinance's intent is to contribute those assets to a separate legal entity at the right time.

  • Paul Sykes, the director of FlyFunder, is an employee of AirFinance.  His duties include originating corporate and general aviation finance transactions for AirFinance.  As director of FlyFunder, Paul's responsibilities include managing FlyFunder's operations and FlyFunder's relationship with its Users and Members.

  • Once FlyFunder has been contributed to the separate legal entity, the intent is for Paul to continue both as the director of FlyFunder and as an employee of AirFinance with substantially similar responsibilities.