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1. ACCEPTANCE OF TERMS
By accessing and/or using the Website, you hereby agree that:
- You will not use the Website for any unlawful purpose;
- You will not access or use the Website to collect any market research for a competing business;
- You will not use automated means, including spiders, robots, crawlers, data mining tools, or the like to download or scrape data from the Website, except for Internet search engines (e.g., Google) and non-commercial public archives (e.g., archive.org) that comply with our robots.txt file;
- You will not interfere with or attempt to interrupt the proper operation of the Website through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any data, files, or passwords related to the Website through hacking, password or data mining, or any other means; and
- You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features (e.g., report abuse button) on the Website.
We reserve the right, in our sole and absolute discretion, to deny you access to the Website, or any portion of the Website, without notice.
3. INTELLECTUAL PROPERTY
The Website contains material, such as software, text, graphics, images, sound recordings, audiovisual works, and other material provided by or on behalf of OFS (collectively referred to as the “OFS Content”). The OFS Content may be owned by us or by third parties. The OFS Content is protected under both United States and foreign laws. Unauthorized use of the OFS Content may violate copyright, trademark, and other laws. You have no rights in or to the OFS Content, and you will not use the OFS Content except as permitted under this Agreement. No other use is permitted without prior written consent from us.
The trademarks, service marks, and logos of OFS (the “OFS Trademarks”) used and displayed on the Website are registered and unregistered trademarks or service marks of OFS. Other company, product, and service names located on the Website may be trademarks or service marks owned by others (the “Third-Party Trademarks”, and, collectively with OFS Trademarks, the “Trademarks”). Nothing on the Website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of OFS Trademarks inures to OFS’s benefit.
4. COMMUNICATIONS TO US
Although we encourage you to contact us, we do not want you to, and you should not, e-mail or send us any content that contains confidential information, unless we specifically request it. With respect to all unsolicited communications that you send to us, including but not limited to, feedback, questions, comments, suggestions, and the like, we shall be free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including, but not limited to, the development, production and marketing of products and services that incorporate such information.
5. SIGN-IN NAME; PASSWORD; UNIQUE IDENTIFIERS
During the registration process for investors, we will ask you to create an account, which includes a sign-in name (“Sign-In Name”), a password (“Password”), and perhaps certain additional information that will assist in authenticating your identity when you log-in in the future (“Unique Identifiers”). When creating your account, you must provide true, accurate, current, and complete information. Each Sign-In Name and corresponding Password can be used by only one investor. You are solely responsible for the confidentiality and use of your Sign-In Name, Password, and Unique Identifiers, as well as for any use, misuse, or communications entered through the Website using one or more of them. You will promptly inform us of any need to deactivate a Password or Sign-In Name, or change any Unique Identifier. We reserve the right to delete or change your Password, Sign-In Name, or Unique Identifier at any time and for any reason. OFS will not be liable for any loss or damage caused by any unauthorized use of your account.
6. NO WARRANTIES/LIMITATION OF LIABILITY
THE WEBSITE AND ITS CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. WE DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE. YOU ACKNOWLEDGE AND AGREE THAT THE WEBSITE AND ITS CONTENT ARE NOT INVESTMENT ADVICE.
IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE WEBSITE OR ITS CONTENT WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH STATES, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
You agree to defend, indemnify, and hold harmless OFS, its employees, officers, directors, stockholders, agents, consultants, assignees, corporate affiliates, partners, contractors, professional advisors, advertisers, and any and all other individuals and organizations providing services on behalf of OFS from all claims, liabilities, losses, damages, and expenses (including attorneys’ fees and expenses) arising out of or relating to (a) your use of any parts of the Website; and (b) your alleged breach of this Agreement. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit, or proceeding. We reserve the right to assume the exclusive defense and control of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.
8. EXTERNAL SITES
The Website may contain links to third-party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. You should contact the site administrator or webmaster for those External Sites if you have any concerns regarding such links or any content located on such External Sites. We are not responsible for the content of any linked External Sites and do not make any representations regarding the content or accuracy of materials on such External Sites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access linked External Sites, you do so at your own risk.
9. COMPLIANCE WITH APPLICABLE LAWS
The Website is based in the United States. We make no claims concerning whether the Website content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Website or the content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.
10. TERMINATION OF THE AGREEMENT
We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Website, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Website at any time without prior notice or liability.
11. NO OFFER OF SECURITIES
Under no circumstances should any material at this site be used or considered as an offer to sell or a solicitation of any offer to buy an interest in any investment fund managed by OFS entities or their affiliates, including OFS Management. Any such offer or solicitation will be separately made only by means of the Confidential Private Offering Memorandum or prospectus relating to the particular fund to persons who, among other requirements, meet certain qualifications under federal securities laws and generally are sophisticated in financial matters, such that they are capable of evaluating the merits and risks of prospective investments.
This Website is not intended to provide any investment, financial, legal, regulatory, accounting, tax, or similar advice, and nothing on this Website should be construed as a recommendation by any of the OFS entities, OFS Management, any of their affiliates, or any third party, to acquire or dispose of any investment or security, or to engage in any investment strategy or transaction. You should consult with your own investment, legal, tax, and/or similar professionals regarding your specific situation and any specific decisions.
This Agreement is governed by the internal substantive laws of the State of Illinois, without respect to its conflict of laws provisions. You expressly agree to submit to the exclusive personal jurisdiction of the state and federal courts sitting in the State of Illinois. If any provision of this Agreement is found to be invalid by any court having competent jurisdiction or terminated in accordance with the Termination provision above, the invalidity or termination of such provision shall not affect the validity of the following provisions of this Agreement, which shall remain in full force and effect: “Intellectual Property,” “Communications to Us,” “No Warranties/Limitation of Liability,” “Indemnification,” “Termination of the Agreement,” “No Offer of Securities,” and “Miscellaneous.”
Our failure to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing, this Agreement constitutes the entire Agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees.
Statements included herein may constitute “forward-looking statements,” which relate to future events or our future performance or financial condition. These statements are not guarantees of future performance, condition, or results and involve a number of risks and uncertainties. Actual results and condition may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission. OFS undertakes no duty to update any forward-looking statements made herein.