Agreement to Terms
Effective Date: January 1, 2024
By accessing and using this website or engaging Zentra Capital's services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service and all applicable laws and regulations.
These Terms of Service ("Terms") constitute a legal agreement between you ("User," "Client," or "you") and Zentra Capital LLC ("Zentra Capital," "we," "us," or "our"). These Terms govern your access to and use of our website, services, and all related content.
Acceptance of Terms
By using our website or services, you represent and warrant that:
- You are at least 18 years of age and have the legal capacity to enter into this agreement
- You have read and understand these Terms of Service
- You agree to comply with all applicable laws and regulations
- All information you provide to us is accurate and complete
- You will promptly notify us of any changes to your information
Important Notice
If you do not agree to these Terms, you must immediately cease using our website and services. Continued use constitutes acceptance of these Terms as they may be modified from time to time.
Description of Services
Investment Management Services
Zentra Capital provides investment management services to qualified clients, including:
- Portfolio Management: Discretionary and non-discretionary investment management
- Investment Advisory: Personalized investment advice and strategy recommendations
- Risk Management: Portfolio risk assessment and mitigation strategies
- Reporting: Regular performance reports and account statements
- Client Support: Ongoing consultation and client relationship management
Website Services
Our website provides:
- Educational content and market insights
- Information about our investment strategies and approach
- Client portal access for existing clients
- Contact forms and communication tools
- Document downloads and resources
Eligibility Requirements
Our investment services are available only to:
- Accredited investors as defined under federal securities laws
- Qualified purchasers under the Investment Company Act of 1940
- Institutional investors and qualified clients
- Individuals and entities meeting our minimum investment requirements
User Obligations and Responsibilities
Prohibited Uses
You agree not to use our website or services for any unlawful purpose or in any way that could damage, disable, or impair our services. Specifically, you agree not to:
- Violate any applicable federal, state, or local laws or regulations
- Infringe upon intellectual property rights of Zentra Capital or third parties
- Transmit any harmful, threatening, abusive, or defamatory content
- Attempt to gain unauthorized access to our systems or client accounts
- Interfere with or disrupt our website or services
- Use automated systems to access our website without permission
- Misrepresent your identity or provide false information
- Use our services for money laundering or other illegal financial activities
Account Security
If you have been provided with login credentials for our client portal, you are responsible for:
- Maintaining the confidentiality of your username and password
- Notifying us immediately of any unauthorized account access
- Ensuring all account activity complies with these Terms
- Logging out of your account when finished
- Using strong, unique passwords and updating them regularly
Information Accuracy
You agree to provide accurate, current, and complete information when:
- Registering for services or creating accounts
- Completing investment questionnaires and suitability assessments
- Providing financial information and documentation
- Communicating with our team about your circumstances
- Updating your contact information and preferences
Intellectual Property Rights
Zentra Capital Content
All content on our website, including but not limited to text, graphics, logos, images, videos, software, and design elements, is the exclusive property of Zentra Capital or our licensors and is protected by copyright, trademark, and other intellectual property laws.
Limited License
We grant you a limited, non-exclusive, non-transferable license to:
- Access and use our website for personal, non-commercial purposes
- Download and print materials for your personal use
- Share our content with proper attribution and within fair use guidelines
Restrictions
You may not:
- Reproduce, distribute, or publicly display our content without permission
- Modify, adapt, or create derivative works based on our content
- Use our trademarks, logos, or brand names without authorization
- Remove or alter copyright notices or other proprietary markings
- Use our content for commercial purposes without written consent
User-Generated Content
Any content you submit to us through our website, including comments, feedback, or suggestions, becomes our property and may be used for any purpose without compensation to you.
Investment Service Terms
Investment Advisory Relationship
Our investment advisory relationship is governed by:
- Investment Advisory Agreement: Separate written agreement detailing specific terms
- Form ADV: Our disclosure brochure providing detailed information about our services
- Privacy Policy: Our commitment to protecting client information
- Account Agreements: Custodial and administrative account documentation
Fees and Compensation
Our fees and compensation structure are detailed in our Form ADV and Investment Advisory Agreement. Key points include:
- Management fees are typically calculated as a percentage of assets under management
- Fees may vary based on account size, strategy, and service level
- Additional fees may apply for specialized services or structures
- Third-party fees (custodial, transaction, administrative) are separate
- Fee schedules are disclosed prior to engagement
Performance and Returns
Important disclaimers regarding investment performance:
- Past performance does not guarantee future results
- All investments involve risk of loss, including loss of principal
- Performance figures may be net or gross of fees as specified
- Market conditions and other factors affect investment performance
- Individual results may vary based on timing and market conditions
Disclaimers and Limitations
Website Disclaimer
Our website and its content are provided "as is" without warranties of any kind. We disclaim all warranties, express or implied, including:
- Warranties of merchantability and fitness for a particular purpose
- Warranties regarding accuracy, completeness, or timeliness of information
- Warranties of uninterrupted or error-free operation
- Warranties regarding security or freedom from viruses
Investment Disclaimer
Information on our website does not constitute investment advice, and you should not rely on website content for investment decisions. Always consult with qualified professionals before making investment decisions.
Limitation of Liability
To the fullest extent permitted by law, Zentra Capital and its affiliates shall not be liable for:
- Indirect, incidental, consequential, or punitive damages
- Loss of profits, revenue, data, or business opportunities
- Damages resulting from website downtime or technical issues
- Third-party actions or content
- Losses exceeding the fees paid to us in the preceding 12 months
Indemnification
You agree to indemnify and hold harmless Zentra Capital from any claims, damages, losses, or expenses arising from your use of our services or violation of these Terms.
Termination and Modification
Termination of Services
Either party may terminate the investment advisory relationship:
- With or without cause upon written notice
- Immediately in case of material breach of agreement
- Upon mutual agreement of both parties
- As specified in the Investment Advisory Agreement
Website Access Termination
We reserve the right to terminate or suspend your access to our website:
- For violation of these Terms of Service
- For suspected fraudulent or illegal activity
- For protection of our systems or other users
- At our sole discretion with or without notice
Modification of Terms
We may modify these Terms at any time by:
- Posting updated Terms on our website
- Providing notice to registered users
- Notifying clients through regular communication channels
Your continued use of our services after modification constitutes acceptance of the updated Terms.
Governing Law and Dispute Resolution
Governing Law
These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to conflict of law principles.
Dispute Resolution
Any disputes arising under these Terms or our investment advisory relationship shall be resolved through:
- Direct Negotiation: Good faith effort to resolve disputes through discussion
- Mediation: Non-binding mediation if direct negotiation fails
- Arbitration: Binding arbitration through a recognized arbitration organization
- Litigation: Court proceedings only if arbitration is not applicable
Jurisdiction and Venue
For any disputes not subject to arbitration, you agree to the exclusive jurisdiction of state and federal courts located in Delaware.
Class Action Waiver
You agree to resolve disputes individually and waive any right to participate in class action lawsuits or class-wide arbitration proceedings.
Miscellaneous Provisions
Severability
If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.
Entire Agreement
These Terms, together with our Privacy Policy and any applicable Investment Advisory Agreement, constitute the entire agreement between you and Zentra Capital regarding use of our website and services.
No Waiver
Our failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other provision.
Assignment
You may not assign or transfer your rights under these Terms without our written consent. We may assign these Terms in connection with business transfers or reorganizations.
Force Majeure
Neither party shall be liable for delays or failures in performance resulting from circumstances beyond their reasonable control, including acts of God, government actions, or technical failures.