Brighton Jones, LLC (“Brighton Jones”) serves as the investment manager for private funds sponsored by Lenora Capital, LLC (“Lenora Capital Website”). The Lenora Capital site provides general information about our team of industry professionals and background regarding our services.

These Terms of Use (the “Terms” or the “Agreement”) set forth the binding legal agreement between you and Lenora Capital. These Terms govern your use of lenoracapital.com.

These Terms provide important information to you, including your agreement under Section 7 to resolve any disputes by individual arbitration and to waive the right to participate in any kind of class action, unless you choose to opt-out as described below. The Terms also cover our limitation of liability to you and, if you choose to provide us with your phone number, email, or other contact information your agreement to receive emails, calls and text messages from us in accordance with applicable law.

By agreeing to these Terms, you agree to resolve all disputes through binding individual arbitration, which means that you waive any right to have those disputes decided by a judge or jury, and that you waive your right to participate in class actions, class arbitrations, or any type of representative actions.

1. Which Terms Apply to You

We encourage you to review these Terms carefully. By accessing or using the Lenora Capital Website in any way, including browsing www.lenoracapital.com or related pages and websites, you are agreeing to these Terms. Other agreements and policies listed below also apply to your use of the Lenora Capital Website. If you do not agree to any of the agreements and policies, you cannot use the Lenora Capital Website.

The following agreements and policies apply to all users of the Lenora Capital Website:

a. Terms of Use: These Terms govern your use of any and all aspects of the Lenora Capital Website.

b. Privacy Policy: Our Privacy Policy details our privacy practices including our cookie policy. By using the Lenora Capital Website in any way, you understand and acknowledge that the terms of the Privacy Policy apply to you. The Privacy Policy also applies to use of cookies and similar technologies. You can manage your cookie preferences here.

c. Acceptable Use: When using the Lenora Capital Website, you agree to abide by common standards of etiquette and act in accordance with the law.

2. Using the Lenora Capital Website.

a. Who can use it. Anyone over the age of 18 can use Lenora Capital Website. Use of the Lenora Capital Website by anyone under 18 years of age is strictly prohibited.

3. Our Content and Materials.

a. Definition of Our Content and Materials. All intellectual property in or related to the Lenora Capital Website (specifically including, but not limited to, our software, the Lenora Capital marks, the Lenora Capital logo), is the property of Brighton Jones, its subsidiaries and affiliates or its licensors (“Our Content and Materials”).

b. Restrictions. Except as expressly provided in these Terms, you agree not to use, modify, reproduce, distribute, sell, license, reverse engineer, decompile, or otherwise exploit Our Content and Materials without our express written permission. Lenora Capital Website’s permission to you for your use of the Lenora Capital Website expressly excludes commercial use by you of any information concerning product descriptions or professional listings for the benefit of another party You are expressly prohibited from any use of data mining, robots, or similar data gathering and extraction tools in your use of the Lenora Capital Website. You may view and print a reasonable number of copies of web pages located on the Lenora Capital Website for your own personal use, provided that you retain all proprietary notices contained in the original materials, including attribution to Lenora Capital Website.

c. Ownership. You acknowledge and agree that the Lenora Capital Website and all Lenora Capital marks will remain the property of Brighton Jones. The content, information and services made available on the Lenora Capital Website are protected by U.S. and international copyright, trademark, and other laws, and you acknowledge that these rights are valid and enforceable. You acknowledge that you do not acquire any ownership rights by using the Lenora Capital Website.

4. Third Party Content, Services and Providers. The Lenora Capital Website may contain links to third-party websites, content, or services (“Nonaffiliate Services”) that are not owned or controlled by Lenora Capital. These links are provided for your convenience only. Lenora Capital does not endorse or assume any responsibility for any such Nonaffiliate Services. Your interactions with these Nonaffiliate Services are solely between you and the third party, and are governed by the terms and privacy policies of those third parties. Lenora Capital is not responsible or liable for any loss or damage incurred as a result of your use of any Nonaffiliate Services.

5. Disclaimers and Limitations of Liability.

PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF Lenora Capital TO YOU.

LENORA CAPITAL, LLC INCLUDES ITS PARENT COMPANY, BRIGHTON JONES AND ANY SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, SUPPLIERS, LICENSORS AND PARTNERS, AND THE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND REPRESENTATIVES OF EACH OF THEM (“LENORA CAPITAL ENTITIES”). EACH PROVISION BELOW APPLIES TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW:

a. WE ARE PROVIDING YOU THE WEBSITE AND ANY RELATED CONTENT ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, THE LENORA CAPITAL ENTITIES EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, TITLE, ACCURACY AND COMPLETENESS, UNINTERRUPTED OR ERROR-FREE SERVICE, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR TRADE USAGE.

b. YOU AGREE THAT UNDER THE MAXIMUM EXTENT PERMITTED BY LAW, THE LENORA CAPITAL ENTITIES WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY. WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT THE LENORA CAPITAL ENTITIES SPECIFICALLY WILL NOT BE LIABLE FOR (I) ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES, LOSS OF PROFITS, BUSINESS INTERRUPTION, REPUTATIONAL HARM, OR LOSS OF DATA (EVEN IF THE LENORA CAPITAL ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE FORESEEABLE) ARISING OUT OF AND IN ANY WAY CONNECTED WITH YOUR USE OF, OR INABILITY TO USE, THE LENORA CAPITAL WEBSITE. YOUR USE OF THE LENORA CAPITAL WEBSITE, PRODUCTS, INFORMATION, OR SERVICES IS AT YOUR SOLE RISK.

6. Indemnification.

You agree to fully indemnify, defend, and hold the Lenora Capital Entities and their directors, officers, employees, consultants, agents, and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees), and other expenses that arise directly or indirectly out of or from: (a) your breach of any part of this Agreement, (b) your use of and your activities in connection with the Lenora Capital Website or other Web sites to which the Lenora Capital Website is linked; and/or (c) your negligent or willful misconduct.

7. Dispute Resolution and Governing Law.

If you have a dispute with Lenora Capital Website, you agree to contact us at compliance@brightonjones.com to attempt to resolve the issue informally first. If we are not able to resolve the dispute informally, then this section will govern any legal dispute that arises out of or relates to the Lenora Capital Website or involves our services. If you live outside of the United States and do not use the Lenora Capital Website as a professional or business, disputes may also be covered by some mandatory provisions of your local consumer protection law.

a. Binding Arbitration. You and Lenora Capital agree that any dispute, claim or controversy arising out of or relating to this Agreement or to your use of the Lenora Capital Website (collectively “Disputes”) will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. This means that you and Lenora Capital both agree to waive the right to a trial by jury. Notwithstanding the foregoing, you may bring a claim against Lenora Capital in “small claims” court, instead of by arbitration, but only if the claim is eligible under the rules of the small claims court and is brought in an individual, non-class, and non-representative basis, and only for so long as it remains in the small claims court and in an individual, non-class, and non-representative basis.

b. Class Action Waiver. You and Lenora Capital agree that any proceedings to resolve Disputes will be conducted on an individual basis and not in a class, consolidated, or representative action. This means that, in connection with any Dispute, you and Lenora Capital both agree to waive the right to participate as a plaintiff as a class member in any class action proceeding. Further, unless you and Lenora Capital agree otherwise in writing, the arbitrator in any Dispute may not consolidate more than one person’s claims and may not preside over any form of class action proceeding.

c. Arbitration Administration and Rules. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Consumer Arbitration Rules (if you use the Lenora Capital Website as a consumer) or Commercial Arbitration Rules (if you are a professional, vendor, seller or other business), as applicable and then in effect (the “AAA Rules”), except as modified by this “Dispute Resolution” section. (The AAA Rules are available at http://www.adr.org).

d. Arbitration Process. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from the AAA’s roster of arbitrators with relevant experience. If the parties are unable to agree upon an arbitrator within 30 days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with AAA Rules.

e. Arbitration Location and Procedure. The arbitration hearing shall be in Seattle, Washington, unless you and Lenora Capital agree otherwise or the AAA Rules or AAA Consumer Due Process Protocol, as applicable, provide otherwise. If your claim does not exceed USD $10,000, then the arbitration will be conducted solely on the basis of documents you and Lenora Capital submit to the arbitrator, unless you request a hearing, and the arbitrator then determines that a hearing is necessary. If your claim exceeds USD $10,000, your right to a hearing will be determined by AAA Rules. Subject to AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration. Hearings may be conducted by telephone or video conference, if requested and agreed to by the parties.

f. Arbitrator’s Decision and Governing Law. The arbitrator shall apply Washington law consistent with the Federal Arbitration Act and applicable statutes of limitations and shall honor claims of privilege recognized by law. The arbitrator will render an award within the timeframe specified in the AAA Rules. Judgment on the arbitration may be entered in any court having jurisdiction thereof. Any award of damages by an arbitrator must be consistent with the “Disclaimers and Limitations of Liability” section above. The arbitrator may award declaratory or injunctive relief in favor of the claimant only to the extent necessary to provide relief warranted by the claimant’s individual claim.

g. Fees. Each party’s responsibility to pay the arbitration filing, administrative and arbitrator fees will depend on the circumstances of the arbitration and are set forth in the AAA Rules.

h. Opt-Out. You have the right to opt out of the arbitration provisions of Section 7 by sending a written notice of your decision to opt out to the following address: compliance@brightonjones.com. The notice must be postmarked within thirty (30) days of the later of: (i) the date that you first agreed to the Terms; and (ii) the date that you became subject to this provision under Section 7(h). You must include all of the following in the written notice: (1) your name and mailing address; (2) the email address associated with your account; and (3) a clear statement that you want to opt out of this Agreement’s arbitration agreement.

i. Governing Law and Jurisdiction: This Agreement will be interpreted in accordance with the laws of the State of Washington and the United States of America, without regard to their conflict-of-law provisions. You and we agree to submit to the personal jurisdiction of a federal or state court located in Seattle, Washington for any actions for which the arbitration provision, as set forth in Section 7, does not apply.

8. Communications

You are not required to agree to receive promotional calls, emails, text messages, or other messages as a condition of using the Lenora Capital Website. By electing to submit your phone number, email address, and/or address to us and agreeing to these Terms, you agree to receive communications from the Lenora Capital Entities and its professional partners, including via text messages, emails, calls, pre-recorded messages, mail, and push notifications, some of which may be generated by automatic telephone dialing systems. These communications include, for example, operational communications concerning your account or use of the Lenora Capital Website, updates concerning new and existing features on the Lenora Capital Website, communications concerning promotions run by us or third parties, and news relating to the Lenora Capital Website and industry developments. Standard text message charges applied by your telephone carrier may apply to text messages we send. If you submit someone else’s phone number or email address to us to receive communications from the Lenora Capital Entities, you represent and warrant that each person for whom you provide a phone number or email address has consented to receive communications from Lenora Capital Website.

If you wish to stop receiving promotional emails or promotional text messages, please (a) use the link provided at the bottom of each email, or (b) contact us at compliance@brightonjones.com.

9. Miscellaneous.

a. Changes. We reserve the right to:

i. change the terms of this Agreement, consistent with applicable law;
ii. change the Lenora Capital Website, including eliminating or discontinuing any information or services or other features in whole or in part; and
iii. deny or terminate your Lenora Capital account, or use of and access to the Lenora Capital Website.

If we make material changes to the Terms, we will notify you through the Lenora Capital Website. You agree that your continued use of the Lenora Capital Website after such changes become effective constitutes your acceptance of the changes. If you do not agree with any updates to this Agreement, you may not continue to use the Lenora Capital Website. Be sure to return to this page periodically to ensure your familiarity with the most current version of the Terms of Use. Any changes to the Terms will be effective on a going forward basis.

b. Waiver. Our failure to assert a right or provision under this Agreement will not constitute a waiver of such right or provision.

c. Headings. Any heading, caption, or section title contained is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof.

d. Contact. Feel free to contact us at compliance@brightonjones.com with any questions about this Agreement.