Union Square Advisors considers privacy to be fundamental to our relationship with you. We and our employees are committed to maintaining the confidentiality, integrity and security of our current and former clients’ non-public personal information. Accordingly, we have developed internal policies to protect confidentiality while allowing clients’ needs to be addressed and met.
We respect your right to privacy. We also know, however, that you expect us to provide our services in an efficient and accurate manner. To do so, we must collect and maintain certain non-public information about you. We collect this information for the purpose of providing the services you have asked us to provide and such other services we may, during the course of our representation of you, recommend you consider.
We will not disclose any non-public personal information about you, except to our affiliates and service providers as allowed by applicable law or regulation. In the normal course of serving you, information we collect may be shared with companies that perform various services on your behalf, such as our accountants, attorneys, broker-dealers or other investment managers. Specifically, we may disclose to these service providers non-public personal information including:
Information we receive on subscription agreements, new account forms or other forms, such as name address, account or tax identification number and the types and amounts of investments;
Information about transactions with us, our affiliates or others, such as participation in other investment programs, ownership of certain types of accounts, such as IRAs, or other account data; and;
Information we receive from a consumer reporting agency, such as an individual’s creditworthiness and credit history.
Any party that receives this information will use it only for the services required and as allowed by applicable law or regulation, and is not permitted to share or use this information for any other purpose. To protect the personal information of individuals, we permit access only by authorized employees who need access to that information to provide services to you. In order to guard your non-public personal information, we maintain physical, electronic and procedural safeguards. An individual’s right to privacy extends to all forms of contact with us, including telephone, written correspondence and electronic media, such as the internet.
Business Continuity Plan
Union Square Advisors has established a business continuity plan (BCP) to address how the Firm will respond to external or unforeseen events that could temporarily cause the interruption of our business operations. This BCP is designed protect our employees, our clients and our partners by reducing the impact of such interruptions.
Based on the BCP, Union Square Advisors creates duplicate copies of all critical information – including Firm, client and regulatory information – on physical and/or electronic media, and stores these backup copies at remote locations. We conduct tests of our BCP procedures to ensure that this information stored offsite continues to be available to the Firm, and that it remains accurate. Certain of our software and communications systems and data are hosted and stored in secure, remote facilities, which provides additional protection for critical information should a business disruption occur at one of our principal office locations. We and our partners monitor these facilities, the equipment and systems operating there, the associated business data, and our communications access thereto, on an ongoing basis. We also maintain password and other networking and system security policies and procedures in order to prevent unauthorized access to these systems and data.
In the event of a business disruption that prevents our employees from accessing or using one or more of our office locations, Union Square Advisors has established policies and procedures for communicating with employees and for determining if and how they can perform essential business operations from an alternate location on a temporary basis. Union Square Advisors will make the decision to conduct operations from an alternate location as soon as practicable following a business disruption, based on the nature and severity of the precipitating event, and we will utilize various electronic, telephonic and physical means to communicate our operational status to our clients. Updates regarding our operational status will be posted on our website at www.usadvisors.com.
Business continuity planning is a continuous process. While no such plan can address every possible eventuality, we regularly evaluate our policies and procedures to ensure their effectiveness and comprehensiveness. Updates will be posted on our website and made available to clients upon written request.
Insider Information & Confidentiality Policies:
Pursuant to the SEC Insider Trading and Securities Fraud Enforcement Act of 1988 (ITSFEA), it is Union Square Advisors policy that no person associated with the firm may trade on material non-public information in breach of a duty of confidentiality or a relationship of trust and confidence. It is also our policy that no person associated with this firm may disclose any such information to any person inside or outside of Union Square Advisors (including to any family member) unless those persons have been formally brought over the Information Barrier and those persons have agreed to keep that information confidential and not to trade based on that information. Any employee of the firm that comes into possession of material, non-public information must immediately report that fact to the Compliance Department.
Insider Trading Defined
Insider trading involves buying or selling a security while in possession of material, non-public information about the activities or performance of the issuer of the securities, in breach of a duty of confidentiality, or a relationship of trust and confidence. Violations also include sharing such information with another person (also called tipping) who then uses that information to trade, or trading on information received third hand (also called tipped information).
Information: Information includes facts, documents, occurrences or data about which a person comes in possession. Information may be obtained directly, but may also be obtained from other persons or entities which have a relationship of trust and confidence with the issuer, including personnel of the issuer, their outside experts (such as auditors, lawyers or other investment bankers), customers or suppliers of the issuer, or other persons at Union Square Advisors. Persons may also gather information from various sources that, once put together, leads to a conclusion that is material. Although the securities laws sometimes permit trading on the basis of such “mosaic” information, as a matter of Union Square Advisors policy, such a conclusion may only be traded on or discussed with another person or entity within prescribed parameters related to the business of the issuer and Union Square Advisors.
Material: Information is material if it is the kind of information that would affect the investment decision of a reasonable investor, including speculative as well as conservative, retail as well as institutional investors. Examples of information that could be material include (but are not limited to):
- mergers, acquisitions, tender offers or restructurings;
- securities offerings or sales by insiders;
- a change in earnings or dividends;
- significant new business products or discoveries;
- initiating research coverage;
- a change in analyst’s rating, or stock price estimate;
- a change in an issuer’s credit rating;
- “tips” about news articles prior to dissemination;
- “tips” about litigation prior to filing or a verdict;
- significant shifts in operating or financial circumstances; and
- changes in significant personnel.
The information does not need to be (but of course it may be) provided by the issuer to be material. Material information can come from outside vendors, service providers, and various other sources also in a position of trust and confidence with their source of information.
Non-public: Information is non-public if it has not been distributed generally to the marketplace, or if not enough time has passed since the distribution of that information for the marketplace to have had time to react to the information.
Relationship of trust and confidence: Union Square Advisors works to build relationships with our client companies. These include companies for which we provide or are seeking to provide investment banking or advisory services. The fundamental components of such relationships are the elements of trust and confidence. In order avoid violating that trust we endeavor to keep all material nonpublic information in our possession tightly controlled. We do not use material nonpublic information for any other purpose than to serve the client who has entrusted us with their information. We do not disclose such information to anyone, inside or outside the firm who does not have a demonstrable “need to know.”
Duty of Confidentiality: A duty of confidentiality may be created by an express confidentiality agreement, or by an ongoing relationship of trust and confidence. Generally speaking, USA has a duty of confidentiality with respect to material non-public information it receives from any client or potential client.
Tipping: A person could also be in violation of the prohibition against insider trading if they provided “tipped” inside information to another person or entity (whether or not the person or entity was employed by or associated with USA) and that person or entity traded on such information. Any person or entity trading on tipped information, if they have reason to know it was provided in violation of a duty of confidentiality, is also subject to prosecution for insider trading.
Outside Consultants/Advisors/Experts Policy
All events, meetings or calls which involve an outside consultant, advisor, or subject matter expert must be approved in advance by senior management and have written authorization from Compliance. In such events, meetings or calls, USA employees must take care to ensure that any consultants that are employed by, or have recently been employed by, publicly traded companies understand that they may not, during their discussion, disclose material nonpublic information about their employer, or to disclose any other information that would violate their duty of confidentiality to persons other than their employer.
Securities Investor Protection Corporation (SIPC)
Union Square Advisors LLC is a member of SIPC. For more information or to obtain a brochure about this program, please go online to http://www.sipc.org/. Alternatively, SIPC can be reached by phone at (202) 371-8300, by fax at (202) 371-6728, by email at gro.c1553109709pis@c1553109709pisks1553109709a1553109709, or by mail at Securities Investor Protection Corporation, 805 15th Street, N.W., Suite 800, Washington, DC 20005-2215.
Created by FINRA in 1988, and formerly known as the Public Disclosure Program, FINRA BrokerCheck provides investors with an easy, free way to learn about the professional background, business practices, and conduct of FINRA registered firms and their brokers. To request information under this program, visit the FINRA Web site at http://brokercheck.finra.org, or call (800) 289-9999. Through this internet site or hotline, you can request a public report of background information on FINRA registered firms and their brokers. This report reflects information provided by the broker, the firms, and regulators as part of the securities industry’s registration and licensing process.
Customer Identification Program
In accordance with the regulations set forth by the US Patriot Act, the Bank Secrecy Act and the rules of the Office of Foreign Assets Control (OFAC), the Financial Crimes Enforcement Network (FinCEN), the SEC and FINRA, Union Square Advisors, LLC has in place a program to identify and report suspicious activities that could be related to money laundering or other illegal activities and to monitor and verify the identities of our customers.
What this means for you: When you open an account or otherwise establish a business relationship with Union Square Advisors, we may ask for your name, address, date of birth, social security number or taxpayer ID and other information that will allow us to positively identify you. We may also ask to see your driver’s license, corporate formation documents or other identifying documents as applicable.
Union Square Advisors reserves the right to refuse to open any account, or close an existing account, at any time if information requested pursuant to an AML inquiry is refused.
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