By admin | Thursday May 06, 2010 08:03 am
TheOTCmarket.com is owned by Omni Consulting Corp., is Wyoming corporation (TheOTCmarket.com and its owners, Omni and, and their affiliates, directors and officers, and immediate family members, are hereafter collectively referred to as “THEOTCM” or “we” or “us” or “our).
Readers of our Information are hereafter referred to as the “Readers” or the “Reader”.
THEOTCM electronically disseminates information (the “Information”) on its websites, in newsletters, featured reports, spam compliant double-opt in email communications or otherwise pertaining to Featured Stocks’ (the “Issuer” or “Issuers” or “Featured Stock” or “Featured Stocks”), the securities of which are most frequently common stock shares quoted on the Over the Counter Bulletin Board (“OTCBB”) or Pink Sheets. The Information is based on publicly available information, such as quarterly (with unaudited financial statements) and annual reports (with audited financial statements) filed with the Securities and Exchange Commission (“SEC”), quarterly and annual unaudited financial reports and Information and Disclosure Statements filed with the Pink Sheets, the Issuer’s website and information obtained through search engines such as Yahoo Finance, Market Watch, PRnewswire, StockHouse, StockWatch, OTCmarket and Business Wire. We synthesize the Information from these informational sources for our Readers as a starting point for further inquiry into the Issuer and its securities.
Because Omni receives compensation for THEOTCM’s dissemination of the Information (as disclosed in our Compensation Disclosure Section), predominately in the form of common stock shares (the”Shares”), our publicy disseminated publications should not be regarded in any manner whatsoever as independent.
THEOTCM is not a registered investment advisor or registered securities broker dealer and the Information should not be construed in any manner, shape or form as investment advice, investment recommendations or opinions or viewpoints regarding the Featured Company or its securities or as a solicitation to offer, purchase or sell the Featured Company’s securities. THEOTCM does not endorse, independently verify or assert the truthfulness, completeness, accuracy or reliability of the Information and conducts no due diligence whatsoever of the Featured Stocks. Because the Information is presented on an “as is” basis, your use of the Information is at your own risk. THEOTCM disclaims, expressly and impliedly, all warranties of any kind, including those of merchantability and fitness for a particular purpose or whether the Information is accurate or reliable or free of errors. The Reader hereby indemnifies THEOTCM from any liability for any claimed direct, indirect, incidental, punitive, or consequential damages pertaining to the disseminated Information.
Statements contained in the Information that are not historical facts are forward looking statements that involve risks and uncertainties as indicated by words such as “believes”, “expects”, “estimates”, “may”, “will” or “should” or “anticipates” or similar expressions.
These forward looking statements may materially differ from the Issuer’s actual operational and financial results or its actual achievements, claimed or otherwise. THEOTCM does not undertake any responsibility whatsoever of these forward looking statements, nor any legal obligation whatsoever of updating the Information.
The Information is presented only as a brief “snapshot” of the Featured Company and should only be used, at most, and if at all, as a starting point for Readers to conduct a thorough investigation of the Featured Company and its securities, to consult with their financial, legal or other advisor(s) and avail themselves of filings and information that may be accessed at www.sec.gov . or otcmarkets.com or other electronic medium, including: (a) reviewing SEC periodic reports (Forms 10-Q and 10-K), reports of material events (Form 8-K), insider reports (Forms 3, 4, 5 and Schedule 13D); (b) reviewing Information and Disclosure Statements and unaudited financial reports filed with the Pink Sheets; (c) obtaining and reviewing publicly available information contained in commonly known search engines such as Google; and (e) consulting investment guides at www.sec.gov and www.finra.com pertaining to the risks of investing in penny stocks.
In the end result, you must evaluate and bear all the risks associated with the Information, including reliance on its accuracy, completeness or usefulness. In all instances, the Reader should conduct further inquiry into the Featured Company and its securities.
The Featured Stocks are subject to possible risks, including but not limited to: (a) the Information pertains to penny stocks that are subject to the SEC’s penny stock rules and commonly involve a high degree of risk that may result in the loss of some or all of an investment in the Featured Company’s securities; (b) the Issuer’s penny stock may be thinly traded, which may lead to difficulties of selling its securities; (c) the SEC reporting issuer may be delinquent (not current) in its periodic reporting obligations (i.e., in its quarterly and annual reports) or the Pink Sheet quoted company may be delinquent in its Pink Sheet reporting obligations as indicated by Pink Sheets New Service’s posting a negative “sign” pertaining to the Issuer at http://www.otcmarkets.com , as follows: (i) “Limited Information” for companies with financial reporting problems, economic distress, or that are unwilling to file required reports with the Pink Sheets; (ii) “Pink Sheets – No Information”, which indicates companies that are unable or unwilling to provide disclosure to the public markets, to the SEC or the Pink Sheets; and (iii) “Caveat Emptor”, signifying “Buyer Beware” that there is a public interest concern associated with a company’s illegal spam campaign, questionable stock promotion, known investigation of a company’s fraudulent activity or its insiders, regulatory suspensions or disruptive corporate actions; (d) whether the Issuer is a development stage company with little or no operations, the securities of which should be considered extremely speculative for investment purposes; (e) THEOTCM‘s selling of an Issuer’s securities may cause its stock price to significantly decline, especially when such securities are thinly traded; (f) many companies that have their securities quoted on the OTCBB or Pink Sheets (as well as even Exchange listed companies) have been negatively affected by the current economic downturn and lack of adequate financing to meet their operational goals or expansion plans; (g) the percentage gain from the previous day close presented on our website at THEOTCMeporter.com under “OTC Reporter’s Featured Company Alert” is not and should not be construed as any indication whatsoever of the future stock price of an Issuer’s securities or its operational results; (h) many of the energy related and other Featured Stocks are subject to increasing environmental and other governmental regulations, which subjects them to significant costs and possible fines and liabilities for failure to comply with applicable state and federal statutes; (i) Omni and receive their compensation in free trading shares and they or its associates, affiliated entities, officers, directors or immediate family members may sell the Shares immediately upon their receipt as well as during the dissemination of such Information or within hours, days, weeks or months thereafter, or at any time; as a result, Omni’s selling activities may cause significant volatility in the Issuer’s stock price and/or significantly depress the Issuer’s stock price; (j) Omni and may buy and sell the Shares in the open market before, during or after the dissemination of the Information or at any time, which may cause significant volatility in the Issuer’s stock price and/or significantly depress the Issuer’s stock price; (k) the future success of many OTCBB and Pink Sheet quoted Issuers is dependent upon receiving adequate financing or raising sufficient capital, which they may be unable to obtain; (l) there is an inherent and actual conflict of interest that exists between our Readers’ interests and THEOTCM’s interests because THEOTCM’s owners, Omni and : (i) receive the Shares as compensation for disseminating the Information and thereafter sell those Shares at any time for monetary gain, including at the same time the Information is being disseminated or shortly thereafter or at any time; and (ii) buys and sells the Featured Company’s shares in the open market at the same time or before the Information is being disseminated or shortly after the dissemination of the Information or at any time; (m) we do not receive any direct verification from the Issuer regarding the Information; (n) a third party shareholder may have a potential or actual conflict of interest in paying THEOTCM for the dissemination of the publication while still holding the Issuer’s shares of common stock that he or she may sell after the third party shareholder has paid THEOTCM with his or her shares; (o) the comparisons we provide in our Featured Reports under “Similar Companies in Sector” should not be interpreted in any shape, form or manner whatsoever as an indication of the Issuer’s future stock price or future financial performance since, among other reasons, such “comparison” companies are listed on Exchanges (i.e., the New York Stock Exchange) and trade at stock prices that are thousands of percent higher than the companies we profile; and (p) Readers may encounter difficulties determining what information contained in our publications is material or non-material making it all the more imperative that they conduct further investigation of the Featured Company and its securities ; and (q) We contractually hire independent third party Service Providers to electronically disseminate live news regarding the Issuer, information which we do not independently provide to the Service Provider or verify and upon which we have no control over. We pay cash consideration to the Service Providers; no securities compensation is paid to the Service Providers;and (r) our employees post messages on their individual Twitter accounts as a method of disseminating the Information on behalf of our Issuer clients. Because the Information posted on a Twitter message is limited to only 140 characters, the Reader of the Twitter post should never use it in of itself as a means of conducting analysis into the Issuer, i.e. the information in the Twitter Post is simply too short to be of any useful nature and hence the Reader of the Twitter post should read the additional information regarding the subject of the Twitter post on our website regarding the respective issuer, and even then use our website information only as a starting point to conduct further analysis into the Issuer.
Specific Compensation Disclosure
Section 17(b) of the Securities Act of 1933 requires that any person that uses the mails to publish, give publicity to, or circulate any publication or communication that describes a security in return for consideration or to be received directly or indirectly from an issuer, underwriter, or dealer, must fully disclose the type and amount of consideration.
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