Terms of Service
By requesting for access to Energia, you expressly agree to and consent to be bound by all of these terms and are entering into a legally binding contract that is valid and enforceable under state and/or federal statutes and Texas common law, including but not limited to the uniform electronic transactions act codified in chapter 322.001 et. seq. of the Texas business & Commerce Code. If you do not agree to all of these terms and conditions, you may not use the website and content.
The following Terms and Conditions (“Terms”) govern your use of the website at Energia.com (“Website”) and content, data and materials available or generated on the Website (“Content”). The Terms may be updated from time-to-time without notice to you. In addition, when using particular services, you may be subject to additional terms and conditions, which are incorporated by reference into the Terms. Notwithstanding anything to the contrary, in the event of a conflict between the provisions in these Terms and any additional terms and conditions, the provisions in these Terms will control.
Should you object to any term or condition, or any subsequent modifications or become dissatisfied with the Content or Website in any way, your only recourse is to immediately discontinue use of the Content and Website. DV Analytics, LLC (“DVA”) has the right, but is not obligated, to strictly enforce any term or condition through self-help, active investigation, exclusion from the Website, litigation and prosecution. You agree that DVA's failure to enforce any right or requirement that you comply with any obligation contained in these Terms is not a waiver of any right or obligation and will not support any claim of waiver of any other right or obligation.
1. Limited License
Subject to compliance with these terms and conditions and any documents incorporated by reference, you are granted a nonexclusive, nontransferable, limited license to access and use the Website and Content from time to time made available to you. This license is not a sale of the Content. You acquire no proprietary interest in the Website or Content. Only individuals authorized by DVA may download and use the Website or Content.
You agree not to download, copy or use the Website and Content except as expressly permitted by these Terms. You shall not transfer, sublicense, rent, lease, sell, trade, assign, transfer, lend, publish, convey or otherwise disclose the Content to any third party. You may not damage, disrupt, disable, or otherwise harm the Website or Content. You may not access or use the Website or Content to input, upload, transmit, activate or store any viruses, worms, time bombs, trojan horses, backdoor, malware and other harmful or malicious code or materials. You may not use any direct link, page scraper, robot, crawler, index, spider or other automatic device program, algorithm or methodology to access, copy, acquire information or use the Website or Content.
2. Energia.com Platform
The Website provides a platform for viewing packages of energy related interests sponsored by a third-party fund sponsor, as well as other asset-backed securities. The website may also provide a variety of valuation and analytics tools. The Website does not transfer legal ownership of properties or assets to you. You use the Website service at your own risk. You must make your own independent determination and inquiries regarding the statements, descriptions, conditions, and representations made by sellers and buyers. Users of the Website are encouraged to consult with legal counsel and/or financial advisors as you may deem necessary to evaluate and consider the properties available for purchase, lease or sale whether offered by private parties or governmental entities. Please use caution and common sense when dealing with third-parties or using the Website and Content.
3. Username and Password
All transaction sites on the Website are password protected and only accessible to authorized users.
You are responsible for maintaining the confidentiality of your account and password and for restricting access to your internet accessible device, and you agree to accept responsibility for all activities that occur under your account or password. You must keep your account information up-to-date and accurate at all times, including a valid physical address and email address. DVA provides a self-service option for account updates on the Website.
4. Representations and Warranties
In addition to other representations and warranties that may be required in other documents incorporated by reference, you represent and warrant to DVA that (i) you are over the age of eighteen (18) and have the power and authority to enter into and perform your obligations under these Terms; (ii) you shall comply with the Terms set forth herein; and (iii) you have provided accurate and complete information.
5. Electronic Disclosure
You consent to receiving the Terms and all documents and disclosures incorporated by reference in electronic form.
6. Intellectual Property Rights
Unless otherwise noted, all right, title, and interest, including all patents, copyrights, trademarks, trade secrets and confidential information and other intellectual property rights (the “Rights”) in the Content and Website (in both print and machine-readable forms) belong to DVA. You shall not in any manner violate or attempt to impair the Rights of DVA. Website graphics, logos, designs, page headers, button icons, scripts, and names may be registered trademarks, trademarks or trade dress of DVA in the U.S. and/or other countries. DVA's trademarks and trade dress may not be used, including as part of trademarks or as part of domain names or email addresses, in connection with any product or service without specific written permission and may not be used in any manner that is likely to cause confusion.
The Website and its underlying technology, coding, design, architecture and functionality are proprietary to DVA and DVA retains exclusive ownership of all Rights associated with the Website and Content. You may only use the Website and Content for your internal business purposes in the manner for which the Website and Content were designed, and you may not market, sell, resell, rent, lease, license, loan or transfer your access to the Website or the Content to any third party without the prior written consent of DVA. You may not (i) disassemble, deconstruct, decompile or reverse engineer the Website (ii) access or use the Website or the Content in any manner that infringes on or otherwise violates any Intellectual Property or other rights of any person or any applicable laws; (iii) create derivative works based on the Website; or (iv) use the Website or any part thereof to develop a competitive product or service. Third-party providers, trade organizations, sellers, governmental agencies, and other entities have trademarks that are used in the course of DVA's business and may appear on the Website. These trademarks are property of their respective owners.
7. Equitable Relief
You agree any of breach of these Terms would cause irreparable damage to DVA which damage would be difficult to calculate and for which compensation may be inadequate. Accordingly, you agree that DVA shall be entitled to an injunction or injunctions to prevent breaches of these Terms and to enforce specifically the Terms in any court of the United States or any state having jurisdiction, this being in addition to any other remedy to which DVA is entitled at law or in equity, including but not limited to special damages, consequential damages, and recovery of attorney’s fees, expenses, and costs, which will be aggressively pursued, where necessary to compensate DVA and protect its rights under the Terms.
8. External Links
9. Third Party Content
DVA does not claim ownership rights in the content supplied by third parties, including sellers. You grant DVA a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable right to exercise the copyright, publicity, database and other intellectual property rights you have in the content you submit, in any media now known or not currently known. You represent and warrant that you have the necessary authority to submit the content and the content does not violate the rights of any third-party. You agree to allow DVA to store or re-format the content you submit on the Website and display your content on the Website in any way DVA deems advisable.
DVA reserves the right to terminate this Agreement at any time and for any reason including, but not limited to, breach or suspected breach of any of these terms and conditions. Upon termination by DVA, you must immediately cease using the Content and Website. You may also terminate this Agreement at any time by ceasing use of the Content and Website. DVA may also suspend or discontinue the Content and Website without notice.
Notwithstanding DVA's termination rights, DVA may also establish limits concerning use of the Content and Website, including the maximum number of days that Content will be retained by the site and the frequency with which you may access the Content and Website.
The second paragraph of Section 1 and Sections 2, 5, 6, 7, 9, 10, 11, 12, 13, 14, and 15 shall survive any termination or expiration of this Agreement.
11. Disclaimer of Warranties
The content and website are provided on an “as is,” “as available” basis, with all faults and without warranty of any kind, and dva hereby disclaims all warranties and conditions with respect to the content and website, either express, implied or statutory, including, but not limited to, the implied warranties and/or conditions of merchantability, of satisfactory quality, of fitness for a particular purpose, of accuracy, of quiet enjoyment, and non-infringement of third party rights. Dva does not warrant that the operation of the content and website will be uninterrupted or error-free, or free of viruses or other harmful components or completely compatible with any particular hardware or software. Dva shall not be liable for errors, omissions, viruses, delays or interruptions in the content and website caused by any reason, including negligence or failure to act of dva you hereby acknowledge that the content and website may become unavailable due to any number of factors including, but not limited to, periodic system maintenance, scheduled or unscheduled, acts of god, technical failure of the website, or delay or disruption attributable to viruses, denial of service attacks, or any other cause reasonably beyond the control of dva. Dva provides no warranty or guarantee as to the accuracy, completeness or timeliness of information provided to dva by third parties or dva's reproduction thereof. Certain state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply to you, and you might have additional rights.
12. Limitation of Liability
In no event shall dva and (as applicable) dva's subsidiaries, officers, directors, employees or suppliers be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, including without limitation, lost profits, bodily injury, emotional distress, attorneys fees or any special, incidental or consequential damages. This liability limit applies even if dva or a third-party acted negligently.
You agree to indemnify, defend and hold dva and (as applicable) dva's subsidiaries, officers, directors, employees and suppliers, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these terms and conditions or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
14. Governing Law and Venue
These terms and conditions are deemed to be made and executed in harris county, texas, and shall be governed by, construed and enforced in accordance with the laws of the state of texas, exclusive of conflicts of laws provisions. Each party hereby irrevocably and unconditionally waives any objection to the laying of venue of any action, suit or proceeding arising out of this agreement in the courts of the state of texas or the united states of america located in harris county, texas and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such action, suit or proceeding brought in any such court has been brought in an inconvenient forum.
15. No Waiver
The failure of DVA to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or of the right to enforce it at a later time.
16. No Assignment
You may not assign or transfer these Terms
17. Changes to These Terms
These Terms may be changed by DVA immediately upon notice. Continued use of the Website following any change irrevocably constitutes acceptance of the change.
18. Agreement and Statement Concerning Listings for Energy Assets Offered by Private Parties and the Federal Deposit Insurance Corporation
a. If you are using the Website for the sale or purchase of energy assets, you represent that you are a knowledgeable and sophisticated investor, hereby engaged in the business of exploring for or producing energy assets as an ongoing business and are fully aware of the financial risk and liabilities of Energy Assets which are highly speculative investments which involve a risk of loss, including without limitation, a loss of principal. Risks involved may include but are not limited to commodity price fluctuations as well as unforeseen events that may affect energy asset valuation. You represent that you are able to bear the economic risk of any properties which you may purchase through the Website and that you are capable of independently evaluating the risks and merits of any properties purchased.
b. DVA and its representatives may only transact business in any State if first registered, or if excluded or exempted from that State or United States Territory broker-dealer, investment adviser, dealer agent, or investment adviser representative registration requirements.
c. Follow-up, individualized responses to persons in any State or United States Territory by DVA or its representatives that involve either the effecting or attempting to effect transactions in securities, or the rendering of personalized investment advice for compensation, as may be, will not be made absent compliance with that State or United States Territory broker-dealer, investment advisor, dealer agent or investment adviser registration requirements or an applicable exemption or exclusion.
d. The Internet communication of the listing of properties does not involve either effecting or attempting to effect transactions in securities, or the rendering of personalized investment for compensation as may be, in any State and United States Territory over the Internet but is limited to the dissemination of general information concerning properties for sale in the pending or future Internet auctions, conducted by DVA.
e. Data and listings on DVA do not constitute a public offering and are made only to qualified persons. Data and listings on DVA do not constitute an offer or solicitation to purchase or sell energy assets.
19. Agreement and Statement Concerning Listings for Real Property Offered by Government Entities, except the Federal Deposit Insurance Corporation
a. If you are using the Website for the purchase of assets offered by governmental entities, you will need to meet specific criteria established by the governmental entity offering the property for sale and you will be given an opportunity to confirm you meet the specific criteria prior to bidding on such properties.
b. Each governmental entity has its own individual terms and agreements governing participation in and bidding on properties offered for sale by those entities.
c. Each governmental entity maintains its own system of records for properties sold by the governmental entity.
20. This Website is maintained solely for the personal use of visitors.
Although DVA has made reasonable efforts to provide accurate information, DVA cannot guarantee the completeness, timeliness or accuracy of the information contained herein. Nothing in this Website constitutes investment advice. Any decisions based upon the information contained in this Website are the sole responsibility of the user.
21. Reservation of Rights
DVA reserves the right at any time to modify or discontinue, temporarily or permanently, the Website and/or Content (or any part thereof) with or without notice. You agree that DVA will not be liable to you or to any third party for any modification, suspension or discontinuance of the Website and/or Content.