These Terms and Conditions of Use (these “Terms”) govern your use of the website located at www.inclusivecapitalpartners.com (the “site” or “website”), which is provided by Inclusive Capital Partners, L.P. (“In-Cap”). If you do not agree to these Terms, you may not use our site. By entering this site, you acknowledge your understanding of, accept without limitation or qualification, and agree to be bound by these Terms, including any modifications that we may make, and all applicable laws. These Terms are a legally binding agreement between you and In-Cap, and governs your access and use of the site, including any text, information, software, code, trademarks, trade names, service marks, graphics, images, logos, and other materials or content (collectively, the “content”) available on or through the site. By using this site, you consent to our use of any information that you provide or that we may collect in accordance with these Terms. This site is available only to individuals who can enter into legally binding contracts under applicable law. In these Terms, “we”, “our” or “us” or “In-Cap” refers to Inclusive Capital Partners, L.P. and its affiliates.
PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS SITE. YOUR ACCESS AND USE OF THE SITE ARE EXPRESSLY CONDITIONED UPON YOUR ACCEPTANCE OF THE TERMS AND, EACH TIME YOU ACCESS OR USE THE SITE, YOUR ACCESS OR USE INDICATES YOUR FULL, UNCONDITIONAL ACCEPTANCE OF AND AGREEMENT TO ABIDE BY THE TERMS IN ITS THEN CURRENT FORM. IF YOU DO NOT ACCEPT THE TERMS, DO NOT ACCESS OR USE THE SITE.
Information Purposes Only; Restrictions on Use
The material contained in this website does not constitute any offer or sale or any form of general solicitation or general advertising of interests in In-Cap investment funds, nor should any material on this website be used or considered as an offer to sell or a solicitation of any offer to buy any securities or any instruments of any fund, account, or other investment vehicle managed by In-Cap or any other issuer, now or in the future.
The site and all content contained within the site are the property of In-Cap and are protected by copyright, trademark, and other laws. In-Cap reserves all rights with respect to copyright, service mark, and trademark ownership of all content contained within the site, and will enforce such rights to the full extent of the law. No act of downloading or otherwise copying from the site will transfer title to any software or content contained within the site to you.
The investment funds rely on private placement exemptions to registration under the Securities Act of 1933 (or the securities laws of any states) and have not been registered as investment companies under the Investment Company Act of 1940. Inclusive Capital Partners, L.P. is registered as an investment adviser under the Investment Adviser Act of 1940. Other uses of this website and its contents are not permitted without the express written consent of In-Cap.
You may not modify, distribute, transmit, reproduce, publish, license, broadcast, retransmit, repackage, commercially exploit, create any derivative of, or otherwise redistribute all or any portion of the site or the content contained within the site except with In-Cap’s written permission. You are prohibited from removing any copyright, trademark, or other proprietary notice or legend contained on (or printed from) the site or on any printed pages. In addition, you are not permitted to decompose, decompile, reverse engineer, disassemble, or otherwise deconstruct all or any portion of the site.
This website is for general informational purposes only and is governed by these Terms. Some information provided may not be current, or may have changed since the last time you viewed it. All information is subject to change without notice. We do not in any way represent or warrant the accuracy or reliability of any of the information provided, and all information is provided subject to the disclaimers and limitations of liability set forth below. Although this website may include investment-related information, nothing on this website is a recommendation that you should purchase, sell or hold any security or other investment, or that you should pursue any investment strategy. The information contained herein does not have regard to the specific investment objective, financial situation, suitability, or the particular need of any specific person who may view this website, and should not be taken as advice on the merits of any investment decision. Nothing on this website is intended to be, and you should not consider anything on this website, investment, accounting, financial, tax or legal advice. Past performance of any investment or investment strategy is not indicative of future performance. All investments carry the risk of loss, including the complete loss of capital. No representation is being made that any investment will or is likely to achieve profits or losses similar to those achieved in the past or that significant losses will be avoided. Economic factors, market conditions and investment strategies, among other things, will affect the performance of our investments, and there are no assurances that our investments will match or outperform any particular benchmark.
In-Cap is not utilizing this website to provide investment or other advice, and no information or material on this website is to be relied upon for the purpose of making or communicating investment or other decisions.
Third Party Information
The site content may include our views, opinions or estimates, and we reserve the right to change any views, opinions or estimate expressed on this website at any time as we deem appropriate, without notice and without liability. Such views and the other information contained on this website with respect to companies referred to on this website are based solely on publicly available information. Certain information and data used in this website have been derived or obtained from sources other than In-Cap, including, without limitation, filings made by third parties with regulatory authorities, research reports, quotations, news publications and other third party sources. No warranty is being made that any such information or data is accurate. In-Cap expressly disclaims responsibility and/or liability for any misinformation sourced from or contained in any third party, regulatory filing or third party report. Any statements or information by third parties that are posted on this website should not be viewed as indicating the support of such third party for the views expressed on this website.
In-Cap is not responsible for information on any third party website that is referred to in, or accessible or connected by hyperlink from, the site. No representations or guarantees, express or implied, are made by In-Cap regarding the reliability, accuracy, or completeness of any of the information provided on any website that is referred to in, or accessible or connected by hyperlink from, the site and In-Cap will not be liable for any damages, including loss of profits, which may result from reliance on such information. In-Cap does not endorse the opinions of, or warrant the accuracy of facts or other content contributed by, any third party or available on any website that is referred to in, or accessible or connected by hyperlink from, the site. If you access any third party website through the site or otherwise, you do so at your own risk. Hyperlinks to or from the site do not constitute third party endorsement of, sponsorship by, or affiliation with us. We encourage you to review the privacy policies and user agreements of all other websites that you visit as such policies and agreements will govern your use of those websites.
Forward Looking Statements
Certain of the content on this website contains forward-looking statements. All statements contained in content on this website that are not clearly historical in nature or that necessarily depend on future events are forward-looking, and the words “anticipate,” “believe,” “expect,” “potential,” “opportunity,” “estimate,” “plan,” and similar expressions are generally intended to identify forward-looking statements. The projected results and statements contained in such content that are not historical facts are based on current expectations, speak only as of the date of such content and involve risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such projected results and statements. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of In-Cap. Although In-Cap believes that the assumptions underlying the projected results or forward-looking statements in content on this website are reasonable as of the date of such content, any of the assumptions could be inaccurate and, therefore, there can be no assurance that the projected results or forward-looking statements included in such content will prove to be accurate. In light of the significant uncertainties inherent in the projected results and forward-looking statements included in content on this website, the inclusion of such information should not be regarded as a representation as to future results or that the objectives and plans expressed or implied by such projected results and forward-looking statements will be achieved. In-Cap will not undertake and specifically declines any obligation to disclose the results of any revisions that may be made to any projected results or forward-looking statements in content on this website to reflect events or circumstances after the date of the content containing such projected results or statements or to reflect the occurrence of anticipated or unanticipated events.
The trademarks, service marks and logos displayed on the site are trademarks of In-Cap and others. “In-Cap,” and all related names and marks, whether registered or unregistered, are trade names and/or trademarks of Inclusive Capital Partners, LP. You are not granted any license or right to use any trademarks or service marks of In-Cap, and you may not use or display them without In-Cap’s prior written consent. You are also advised that In-Cap considers its trademarks and other intellectual property to be valuable assets and In-Cap intends to enforce its intellectual property rights.
All other trademarks, product names and company names and logos appearing on the site are the property of their respective owners, and may be used only with the permission of the particular owner. We do not intend our use or display of other companies’ trade names, trademarks, service marks or logos to imply a relationship with, or endorsement or sponsorship of us by, these other companies.
Monitor Website Activity
In-Cap has the right, but not the obligation, to monitor and record activity on the Site for any reason or for no reason and to respond as it deems appropriate. We may investigate any complaint or reported violation of our policies and (i) we may report any activity that we suspect may violate any law or regulation to the proper authorities, regulators, or other appropriate persons or (ii) take any other action, including suspending or terminating the violator’s use of the site, in each case, as we deem appropriate.
Due to the global nature of the internet, this website may be accessed by users in countries other than the United States. We make no representations or warranties of any kind with respect to this website or the Content, including any warranties that this website or the Content are appropriate or available for use in such locations. If it is illegal or prohibited in your country of origin to access or use this website, then you should not do so. Those who choose to access this website outside the United States do so at their own initiative and are responsible for compliance with all local laws and regulations.
The United States export control laws regulate the export and re-export of technology originating in the United States. This includes the electronic transmission of information and software to foreign countries and to certain foreign nationals. You agree to abide by these laws and their regulations, including but not limited to the Export Administration Act and the Arms Export Control Act and not to transfer, by electronic transmission or otherwise, any content derived from this site to either a foreign national or a foreign destination in violation of such laws.
Disclaimers of Warranties
You expressly understand and agree that:
(a) Your use of the site is at your sole risk. The site is provided on an “as is” and “as available” basis. To the fullest extent permissible pursuant to applicable law, we expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
(b) We do not warrant or represent that (i) the site will meet your requirements, (ii) the site will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the site will be accurate or reliable, (iv) the quality of any services, or information, or other material obtained by you through the site will meet your expectations, (v) the server that makes the site available is free of viruses or other harmful components; or (vi) any errors in the software will be corrected.
(c) Any material downloaded or otherwise obtained through the use of the site is done at your own discretion and risk and that you will be solely responsible for any loss or damage incurred, including, without limitation, damage to your computer system or loss of data that results from the download of any such material. You (and not In-Cap or any of its affiliated entities or any of its or their respective licensors or suppliers) assume the entire cost of all necessary servicing, repair or correction to restore your system.
(d) No advice or information, whether oral or written, obtained by you from us or through or from the site shall create any warranty not expressly stated in these Terms.
(e) You will comply with all applicable laws and regulations in your use of the site. You will not post, upload, download, transmit, distribute or otherwise make available via the site any content or information that you do not have the right to make available under applicable law or contractual restrictions, or if such content or information is unlawful, abusive, harmful, tortious, defamatory, libelous, obscene, invasive of another’s privacy or otherwise objectionable (in the reasonable opinion of In-Cap). You will not submit or transmit any personally identifiable information relating to individuals under 13 years of age via the site. You will not post, upload, download, transmit, distribute or otherwise make available via the site any unsolicited or unauthorized advertising, solicitations, viruses, malware, or materials or programs designed to harm or impair the functionality of any computer software, hardware or technology. You will not use the site for any unauthorized purpose or attempt to interfere with its functionality.
(f) You will at all times provide accurate and complete information when registering with the site or submitting information or materials via the site. If you register for an account with the site, you will keep your registration and login information and password confidential and take appropriate measures to protect such information from disclosure.
Applicable law may not allow the exclusion of implied warranties, so the above exclusion may not apply to you.
Limitation of Liability
We shall not be liable for any direct, indirect, incidental, special or consequential damages, resulting from the use of or the inability to use the site or Content or resulting from unauthorized access this site, including but not limited to, damages for loss of profits, use, data or other intangible, even if we have been advised of the possibility of such damages.
Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, in such states liability is limited to the fullest extent permitted by law.
If you are dissatisfied with any portion of the service, or with any of these Terms, your sole and exclusive remedy is to discontinue using this site.
Waiver of Jury Trial
To the fullest extent permitted by applicable law, you hereby irrevocably waive any and all right to trial by jury in any legal proceeding arising out of or relating to this agreement or the transactions contemplated hereby.
To the fullest extent permitted by applicable law, you agree to defend, indemnify and hold In-Cap, and its subsidiaries, affiliates, officers, agents, employees, contractors and advisors harmless from any claim or demand, including any liabilities, losses, costs, damages, reasonable attorney’s fees and expenses, made by any third party based on or arising out of your use of this site, your violation of these Terms, or your violation of any rights of another.
In-Cap may terminate or suspend your access to all or part of this site or Content, without notice, for any reason. These Terms will automatically terminate upon your breach of any provision of these Terms, provided that applicable provisions will survive such termination (including, but not limited to, Governing Law, Disclaimer of Warranties, Indemnification, Limitation of Liability and Waiver of Jury Trial).
Any rights not expressly granted herein are reserved by and for In-Cap.
Modification of Agreement
In-Cap may change, modify or replace these Terms at any time for any reason by posting updated Terms on the site. If we determine in our reasonable discretion that any such changes are material, we will make reasonable efforts to post a notice of such changes on the site. All updated Terms take effect immediately as of the date of such update. If you do not agree with the changes in the Terms, your sole remedy is to discontinue the use of the site. By using this site after we post any changes to this policy, you thereby indicate that you have read, understood and agree to accept those changes.
Governing Law; Statute of Limitations
These Terms shall be governed by and construed in accordance with the laws of the State of California, United States of America, without reference to its conflicts of laws principles. Any dispute relating to your use of the website or these Terms shall be brought solely in the state or federal courts located in San Francisco, California, and you hereby consent and submit to the personal jurisdiction and venue of such courts for the purpose of litigating any such action or dispute arising hereunder.
If you have any requests with respect to your personal information collected via the site or have any inquiries concerning these Terms, please contact [email protected].