Terms of Service
Company Agreement and Indemnification
Information on the web site is subject to change without prior notice and the information may not be accurate or up to date, which includes both services offered and content.
ISIN.net and/or its officers and/or employees are not Investment, legal, financial or tax advisors, nor do we make any such claims. If you are an individual investor and are reading information on this website in consideration of investing in a stock offering being offered by a specific company, one of our client’s or one of our affiliate partners, please exercise caution in making investment decisions based solely on information published on this site. This website is not intended to provide updated information on stock purchases, prices, volumes, liquidity, quarterly reports, or any other stock purchasing information or any updated SEC information.
The below information is considered an agreement between ISIN.net and the entity/client filling out the forms, and checking the agree terms box or by sending an email to us for an application. ISIN.net is independent from banks, financial institutions, stocks exchanges, governments, ISO or any agency or any other third party company. The determination of whether a security or other financial instrument is eligible to receive or obtain an ISIN code or the algorithmic code itself is solely determined by the issuing numbering entities and ISIN.net shall have no liability in connection with a determination that a security or other financial instrument such as stocks or bonds or funds or any other security or entity is not eligible for an ISIN number. By working with ISIN.net and for any company, fund, or entity/client that obtains an ISIN number, such an assignment to any security is not intended to be and should not be construed as an endorsement of such security, a recommendation to purchase, sell or hold such security or an opinion as the legal validity of such security of any kind. No due diligence on any security that an entity is seeking an ISIN code for is conducted by ISIN.net, unless specifically commissioned to do so by an entity and therefore if such a commission is undertaken a separate agreement between the entity seeking due diligence services and ISIN.net would need to be signed.
By submitting a request to ISIN.net to assist your entity, company or securities with ISIN needs, the applicant warrants that it has the legal authority to request an ISIN number on behalf of the issuer (the issuing company) to the designated or alternative national number agency that issues ISINs codes and the applicant gives ISIN.net power of attorney to obtain an ISIN code for the applicant. The applicant warrants that all information it supplies is true and correct. Because of the possibility of human or mechanical error by ISIN number issuing firms, ISIN.net does not guarantees the accuracy, adequateness or completeness of any ISIN code, and shall not be liable or responsible for any errors or omissions or for the results by your company or entity obtaining an ISIN with the help of ISIN.net.
ISIN.net is a private venture dedicated to providing consulting services and is operated by Private Placement Holdings Inc. Private Placement Holdings Inc. (hereon out “ISIN.net”) offers offering memorandum development, ISIN and CUSIP assistance in the application, business plan writing and much more. Although ISIN.net offers such services for its clients, the Company is not a law firm nor a substitute for a law firm. Additionally, ISIN.net is not broker dealers and do not sell any securities of any type. The Company offers a variety of services both online and offline. Depending on the amount or specific service client(s) may need the private policy may vary.
client information & personal privacy. ISIN.net maintains a strict security umbrella over all information sent by its clients, and in no way would the Company jeopardize or compromise client information during our engagement. If the Company is sold all client information will be the exclusive property of the purchasing company. We will have no control over their business model or privacy issues.
Website Information and Accuracy
All information provided in this site is provided for information purposes only and does not constitute as legal advice between ISIN.net and any person or entity. Information on the web site is subject to change without prior notice and the information may not be accurate. Although every reasonable effort is made to present current and accurate information, ISIN.net makes no guarantees of any kind. Additionally, the information provided in this site is not legal advice, but general information on issues commonly encountered in business development. ISIN.net is not a law firm and never gives legal advice of any kind, and is not a substitute for an attorney or law firm. You must consult your own counsel for any legal question you may have.
Additionally, ISIN.net is not a broker-dealer or a broker or a “finder” of any kind, and does sell any securities of any type in any capacity. ISIN.net has never received any compensation for securities sold in any capacity, nor has ISIN.net charged upfront fees for anything other than document creation or consulting services.
Payment for work are due upfront, unless agreed otherwise. However, if entity accepts these terms by contacting ISIN.net via email or by other methods, ISIN.net may decide, in its own discretion, to start immediately the process, regardless if payment is not received upfront. Additionally, ISIN.net can decide not to begin the process until payment is received. Whether to begin any work or process that ISIN.net is commissioned to do is only determined by ISIN.net at its own discretion and whether ISIN.net chooses to wait for payment to be received or not is solely up to the discretion of ISIN.net.
Payment to ISIN.net will be rendered within seven business banking days of any agreement stipulated via email correspondence, unless otherwise agreed upon in writing via email or contract, or this agreement will be considered null and void. All payments are non-refundable. Noted fee in any email from ISIN.net is guaranteed for seven business banking days only. Payment for ISIN assistance or other services are due upfront. If entity accepts these terms by emailing us and indicating they agree to our terms, we may choose to immediately begin the process, regardless if payment is not received upfront. ISIN.net may also decide not to begin the process until payment is received. Whether to begin any process or work on entity’s behalf will solely be determined by ISIN.net and whether ISIN.net chooses to wait for payment to be received or not is solely up to the discretion of ISIN.net. ISIN.net does NOT charge any fee for ISIN code issuance or listing services such as Bloomberg, Euroclear or any other organization. ISIN.net charges for services related to assisting the entity or client with a service process, such as document review, or document preparation and the application process for any service. If for any reason your ISIN code or other type of application for any service is rejected by any company, e.g. Bloomberg listing or at other entities etc., and that ISIN.net assisted you with, payment would still be due. There are no refunds.
For ISIN codes or other securities codes, once obtained on behalf of the client and if payment is not made before the obtaining of the ISIN(s) Client will have three business days to make payment. Failure to make paying within three business days will result in Company’s ISIN number(s) being withdrawn and cancelled.
For all clients with any type of bearer bond(s) issued or created from any country worldwide who would like to obtain an ISIN code or get the bonds listed or registered with any third party, e.g. Bloomberg, etc., for the bearer bond(s) agrees to the following: ISIN.net does not obtain ISIN codes for bearer bonds. You agree that you must issue new debt and that the assets backing (secured) this new debt is the bearer bond(s). ISIN.net does not value the bonds, whether bearer or a new bond (new issue), and ISIN.net relies on the client to value the bond or any other further information or terms of the bond(s) such as interest payment amount, maturity date and other terms. Client agrees that ISIN.net may, if it chooses, create an offering memorandum (prospectus or private placement memorandum or equivalent document) for Client in order to apply and obtain a new ISIN code for the new bonds. ISIN.net may charge additional fees for offering memorandum drafting.
All payments made via credit card or debit card or wire transfer, if allowed, are final. Once work is completed there is a no refund policy. User or Client agrees to these terms.
The Company agrees to indemnify, defend and hold ISIN.net or any of its companies or affiliates, its principals, officers, agents and assigns harmless against any losses, claims, damages or liabilities, joint or several:
(a) To which ISIN.net or any of its companies or affiliates may become subject under applicable law, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any statement of a material fact, whether untrue or otherwise, contained in any correspondence with ISIN.net or any of its companies or affiliates, or any forthcoming Placement Memorandum or Offering Circular, or any amendment or supplement thereto or in any sales literature, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading; or
(b) To which ISIN.net or any of its companies or affiliates may become subject due to the misrepresentation by the Company or its agents (other than the Agent or any other participating broker dealer) of material facts in connection with the sale of the Company’s securities or
(c) To which ISIN.net or any of its companies or affiliates may become subject as a result of any material breach by the Company of the Company’s representations and warranties contained in this Agreement or any of the Company’s covenants or agreements set forth in this Agreement.
(d) The Company will reimburse ISIN.net or any of its companies or affiliates for any legal or other expenses reasonably incurred in connection with investigating or defending any such loss, claim, damage or liability (or actions in respect thereof); provided, however, that the Company shall not be liable in any such case to the extent that any such loss, claim, damage or liability arises out of or is based upon the material breach by ISIN.net or any of its companies or affiliates of its representations, warranties, covenants or obligations under this Agreement or an untrue statement or alleged untrue statement or omission or alleged omission made in correspondence or in any forthcoming Offering Memorandum or Offering Circular or such amendment or supplement or in any sales literature, in reliance upon and in conformity with written information furnished to the Company by ISIN.net or any of its companies or affiliates specifically for use in the preparation thereof. This indemnity agreement shall be in addition to any liabilities, which the Company may otherwise have in connection with a forthcoming offering.
(e) The Company agrees that it will not solicit, through its Officers, Agents or Assigns, any client that has been introduced by ISIN.net or any of its companies or affiliates, now, or in the future, without the written consent of the ISIN.net or any of its companies or affiliates
(f) In furtherance of any services that ISIN.net will provide on behalf of the Company, the Company authorizes ISIN.net or any of its affiliates or subsidiaries, to (i) purchase and/or create websites, domain names, email addresses (Web-Presence) similar, or dissimilar, to the Company’s Web-Presence and (ii) act as an official representative of the Company if need arises, and state the same to third parties and bind the Company. In executing our services, we may employ and/or subcontract to third parties (Contractors) for any services on our site. The Company authorizes the Contractors to (i) purchase and/or create a Web-Presence similar, or dissimilar, to the Company’s Web-Presence and (ii) act as an official representative of the Company in the application process, state the same to third parties and bind the Company.
(g) The Company pledges that any and all information it provides to ISIN.net or any of its companies or affiliates is, to the best of its knowledge, truthful and accurate. ISIN.net or any of its companies or affiliates makes no warranty, express or implied, or assumes any legal liability or responsibility for the accuracy, completeness, or usefulness of any information presented in any Offering Memorandum or Offering Circular. ISIN.net or any of its companies or affiliates is not a law firm and does not express legal opinions nor is ISIN.net or any of its companies or affiliates a broker dealer nor does ISIN.net or any of its companies or affiliates sell any securities of any kind.
(h) The Company recognizes and understands that there is an inherent possibility that an ISIN request or other listing or registeration requests to any national number agency or bank or any organziation may not be accepted by such agencies and they may reject the application or request. Registration organization or portals or national number agencies such as, as an example, the China Securities Regulatory Commission or the Russia’s National Settlement Depository, Euroclear or Clearstream etc., may reject any request or application for any reason. Client acknowledges that such matters are not in the control of ISIN.net or any of its companies or affiliates and Client hereby indemnifies ISIN.net or any of its companies or affiliates from guaranteeing registration or obtaining an ISIN code.
(i) The foregoing indemnity agreement shall extend upon the same terms and conditions to, and shall inure to the benefit of, each person, if any, who controls, directly or indirectly, ISIN.net or any of its companies or affiliates
ISIN.net is not associated with any bank or government or association of national number agencies but is a consulting firm.
- The securities of your entity or the securities that you are submitting to us (the “Company”) have been duly and validly authorized, and conform to all statements made to ISIN.net or in a Private Placement Memorandum or other disclosure document with respect thereto. The Securities have been duly and validly authorized. The Securities will conform to all statements, if needed, in a Private Placement Memorandum or other disclosure document.
- There are no outstanding options, warrants or other rights to purchase securities of the Company, however characterized, except as has been described to ISIN.net, or in a Private Placement Memorandum or other disclosure document. There are no securities of the company, however characterized, held in its treasury. The Company has not made any intentional or reckless violations of the antifraud provisions of any country’s federal securities laws, rules or regulations promulgated thereunder or the laws, rules or regulations of any jurisdiction wherein such securities transactions or solicitation occurred.
- The materials relating to the securities, or an offering previously filed or to be filed after the date hereof with any state do not and will not contain any untrue statements of material fact nor are there or will there be any omissions of material facts required to be stated therein or that are necessary to make the statements therein not misleading.
- The Company has been legally incorporated and is now and always during the period of the offering will be, a validly existing corporation, lawfully qualified to conduct the business for which it was organized and which it proposes to conduct. The Company will always during the period of the offering be qualified to conduct business as a foreign corporation in each jurisdiction where the nature of its business requires such qualification.
- The Company has the legal right and authority to enter into this Agreement and to effect all other transactions contemplated by this Agreement.
- You or your Company acknowledges and agrees that ISIN.net does not certify that securities of kind, such as bonds, notes, and stock etc. or any securities are real or have worth or value. ISIN.net does not conduct due diligence on the securities and is solely relying on the truthful acknowledgement by you that the securities are in fact legitimate and legal. ISIN.net assumes you are telling us the truth.
- The Company and its affiliates are not currently offering any securities nor has the Company or its affiliates offered or sold any securities except as required to be described in any forthcoming Private Placement Memorandum or other disclosure document.
- The Company has marketable title to all assets or securities (“properties”) including intellectual properties described in any document or email correspondence with ISIN.net The properties are free and clear of all liens, charges, encumbrances or restrictions, however characterized, except as described in any document or email sent to ISIN.net All of the patents or other intellectual property, if applicable, and agreements, however characterized, under which the Company holds its properties as described in any document or email or in any forthcoming Private Placement Memorandum or other disclosure document are in full force and effect. The Company is not in default under any of the material terms or provisions of any contracts, patents, or agreements under which the Company holds its properties. There are no known claims against the Company concerning the Company’s rights, if applicable, under the bonds, patents, contracts and agreements and concerning its right to continued possession of its properties.
- The Company will file all tax returns required to be filed and is not in default in the payment of any taxes which have become due pursuant to any law or any assessment.
- The Company has not made any intentional or reckless violations of the antifraud provisions of the any country’s federal securities laws, rules or regulations promulgated thereunder or the laws, rules or regulations of any jurisdiction wherein such securities transactions or solicitation occurred.
- Except as disclosed via email correspondence to ISIN.net or in a forthcoming Private Placement Memorandum or other disclosure document, the Company does not have any contingent liabilities, obligations, or claims nor has it received threats of claims or regulatory action vis-à-vis its securities. Further, except as disclosed to ISIN.net via email or in a possible forthcoming Private Placement Memorandum or other disclosure document, subsequent to the date information is given in the Private Placement Memorandum or other disclosure document, and prior to the close of the offering, if applicable: (i) there shall not be any material adverse change in the management or condition, financial or otherwise, of the Company or in its business taken as a whole; (ii) there shall not have been any material transaction entered into by the Company other than transactions in the ordinary course of business; (iii) the Company shall not have incurred any material obligations, contingent or otherwise, which are not disclosed to ISIN.net or in a forthcoming Private Placement Memorandum or other disclosure document; (iv) there shall not have been nor will there be any change in the capital or long-term debt (except current payments) of the Company; and (v) the Company has not and will not have paid or declared any dividends or other distributions on its common stock. The Company shall have an affirmative duty and/or responsibility to disclose any claim with potential for liability and upon discovery and/or affirmation of same and within three (3) business days of notification, thereof.
- If needed, ISIN.net will ascertain whether the Company is eligible to use Rule 144A of the Securities Act for the offering of the Securities and conduct a 144A offering in order to obtain an ISIN-CUSIP number.
- All original documents and other information relating to the Company’s affairs has and will continue to be made available upon request to ISIN.net and to the ISIN.net’s counsel and/or advisors at the ISIN.net’s office or at the office of the ISIN.net’s counsel and/or advisors, and copies of any such documents will be furnished upon request to ISIN.net and to the ISIN.net’s counsel and/or advisors (if notified). These documents include the Articles of Incorporation and any amendments thereto, minutes of all of the meetings of the incorporators, Directors and Shareholders of the Company, all financial statements and copies of all contracts, leases, patents, copyrights, licenses, technologies, guarantees or agreements to which the Company is a party or in which the Company has an interest.
- If a private offering is conducted by the Company, the Company will use the proceeds from the sale of the its securities or other capital acquired as set forth in the Private Placement Memorandum or other disclosure document.
- The Company is not in material default under any of the contracts or agreements to which it is a party. The proposed services that client has requested from us, such as a bond creation or listing or registration services, if applicable, will not cause the Company to become in material default under any of its contracts, patents, or agreements nor will it create a conflict between the Company and any of the contracting parties to the contracts and other agreements. Further, the Company is not in material default in the performance of any obligation, agreement or condition contained in any debenture, note or other evidence of indebtedness or any indenture or loan agreement of the Company. The execution and delivery of this Agreement and the consummation of the transactions herein contemplated and compliance with the terms of this Agreement will not conflict with or result in a breach of any of the material terms, conditions or provisions of, or constitute a material default under, the Articles of Incorporation or Bylaws of the Company, as amended, or any note, indenture, mortgage, deed of trust, or other agreement or instrument to which the Company is a party or by which it or any of its property is bound, or any existing law, order, rule, regulation, writ, injunction, or decree of any government, governmental instrumentality, agency or body, arbitration, tribunal or court, domestic or foreign, having jurisdiction over the Company or its property. The consent, approval, authorization, or order of any court or governmental instrumentality, agency or body is not required for the consummation of the transactions herein contemplated, except such as may be required under the Act, under the Blue Sky or securities laws of any state or jurisdiction, or the rules of the FINRA (as defined in Section 3 (c). net hereby agrees that any and all intellectual property, etc., shall remain the sole and separate, and/or exclusive, property of the Company.
- Except as disclosed to ISIN.net, or in any forthcoming Private Placement Memorandum oor other disclosure document, there is, and prior to the close of the offering of the Securities or services you have requested regarding your securities, absent an offering, there will be, no action, suit or proceeding before any court or governmental agency, authority or body pending or to the knowledge of the Company threatened, which might result in judgments against the Company not adequately covered by insurance or which collectively might result in any material adverse change in the condition (financial or otherwise), the business or the prospects of the Company, or would materially affect the properties or assets of the Company.
The Company recognizes and understands that there is an inherent possibility that your securities may not be accepted by entity for any services, such as registration or listing or your securities, or eligibility (e.g., by Standard & Poor’s, Euroclear, DTCC,) and they reject any application for any reason. Client acknowledges that such matters are not in the control of ISIN.net and Client hereby indemnifies ISIN.net from guaranteeing listing or registration of said services.
Termination: Client acknowledges that this Agreement will automatically terminate upon the occurrence of any, or any combination, of the following:
- net, in our sole discretion, determines that we have delivered the Consulting deliverables or agreed upon services and performed pursuant to this Agreement. ISIN.net may make this determination even if a third party (e.g., Standard & Poor’s, Euroclear, DTCC,) ultimately rejects the Consulting Deliverables or the requested service.
- Client fails to cure Client’s failure within seven (7) days of ISIN.net sending the Client an email notification stating that Client is failing to cooperate with ISIN.net, and, because of such failure, ISIN.net cannot deliver the Consulting Deliverables or agreed service.
- Client fails to deliver certain materials within seven (7) days of ISIN.net sending the Client an email notification stating that Client has failed to deliver certain materials to ISIN.net, and, because of such failure, ISIN.net cannot deliver the Consulting Deliverables or agreed services. This applies to both materials Client must produce and to materials that Client must procure from third parties.
- net instructs Client to work with certain specific third parties and said third parties refuse to work with Client and/or Client refuses to work, or cooperate, with said third parties, particularly if no fee is charged to the Company.
- net discovers any misrepresentation or fraud of Client, or within any materials that Client provides to ISIN.net in the course of ISIN.net delivering the services, regardless of whether Client is responsible for the misrepresentation or fraud.
- Client notifies ISIN.net that Client desires to terminate the Agreement.
- The Consulting Deliverables or services are not completed within thirty (30) days of this Agreement’s execution, provided that ISIN.net is not the sole cause for the failure to complete.
In the case of termination for these reasons, or any reason whatsoever, ISIN.net’s obligations under the Agreement cease. ISIN.net will not refund any monies to the Client for any reason
By submitting a request to ISIN.net to assist your entity, the applicant warrants that it has the legal authority to request such assistance on behalf of the issuer (the issuing company) gives ISIN.net power of attorney to assist client with its needs. The applicant warrants that all information it supplies is true and correct. Because of the possibility of human or mechanical error by national number agencies, ISIN.net does not guarantees the accuracy, adequateness or completeness of any securities identification numbers, and shall not be liable or responsible for any errors or omissions or for the results by your company or entity obtaining a securities identification code.
non-disclosure. ISIN.net may disclose information to affiliates or non-affiliated third parties, especially when we have a good reason to believe that such disclosure is required by law. This may occur in connection with a court order, legal process, or other judicial, administrative or investigative proceeding that produces a request for information from the Company.
An Agreement may be requested for services. Please contact us.