Online Access Agreement
This Online Access Agreement (this "Agreement") governs the access to and use of the Pine River Capital Management L.P. website at www.pinerivercapital.com (the "Site").
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE SITE AND/OR ENTERING OR LOGGING IN TO RESTRICTED PORTIONS OF THE SITE THROUGH USE OF YOUR USER NAME AND PASSWORD. EACH TIME YOU USE THE SITE, YOUR USE INDICATES YOUR FULL ACCEPTANCE OF AND AGREEMENT TO ABIDE BY THE TERMS AND CONDITIONS OF THIS AGREEMENT IN ITS THEN-CURRENT FORM. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT, PLEASE EXIT THE SITE.
Whether or not you actually read the terms and conditions of this Agreement, your use of the Site will be deemed an acceptance of them. We may modify this Agreement at any time and without notice.
Limited Right to Use the Site
The Site is the property of Pine River Capital Management L.P. and its affiliates (collectively, "Pine River" or "we," "us," or "our"). By accessing or using the Site, you agree that your access to and use of the Site, including any Content (defined below) provided by Pine River shall be exclusively governed by the terms and conditions set forth in this Agreement. Certain areas of the Site may include additional terms and conditions that govern the use of those areas. You will also be bound by those additional terms and conditions, and they are automatically incorporated into and considered part of this Agreement. If you do not accept the terms and conditions stated in this Agreement, do not use the Site. We reserve the right to refuse access to and usage of the Site by anyone at any time, in its sole discretion. We reserve the right to change, modify, update, amend all or any part of the Site or discontinue the Site at any time, without notice. In addition, we reserve the right to change the terms and conditions governing your access to and use of the Site and the Content at any time, without notice.
Content for Informational Purposes Only
The information contained on the Site is not investment advice or shall under no circumstances constitute an offer or solicitation to buy or sell any security. Although the Site may include investment-related information, nothing on the Site is a recommendation that you purchase, sell or hold any security or other investment, or that you pursue any investment style or strategy. Pine River does not give any advice or make any representations through the Site as to whether any security or investment is suitable for any person or will be profitable, and no information or material on the Site may be relied upon for the purpose of making or communicating investment or other decisions. Nothing on the Site is intended to be, and you should not consider anything on the Site to be, investment, accounting, tax or legal advice. If you would like investment, accounting, tax or legal advice, you should consult with your own financial advisors, accountants or attorneys regarding your individual circumstances and needs. The past performance of any investment, investment strategy or investment style of Pine River or any of its affiliates is not indicative of future performance or results.
User Names and Passwords
If you receive a user name and password to access certain restricted areas of the Site, you agree that you will treat and maintain this information confidentially and will not permit others to sign onto the Site through the use of the user name and password assigned to you. You agree that the username and password are for your use only and you accept full responsibility for maintaining the confidentiality and security of your user name and password and any use of your user name and password. You agree to notify us immediately of any actual or suspected loss, theft or unauthorized use of your user name and/or password.
Unless information contained on the Site is otherwise public information, all Content contained on the Site shall constitute confidential information (including without limitation the Site's layout, features, functions, tools and capabilities) (hereafter collectively called the "Confidential Information"), and you agree not to copy, republish or redistribute the Confidential Information or disclose the same to any third party unless and only to the extent Pine River has given you express written consent to do so. Any violation of the terms of this Agreement may result in an immediate revocation of your access to the Site and may subject you to liabilities for breach. We are not obligated to inquire as to the authority or propriety of any use of or action taken under your password. We will not be responsible for any loss to you that arises from such use or action or from your failure to comply with these provisions.
No Warranty; Limitation of Liability
You understand and expressly agree as follows:
- YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE AND ITS CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. NEITHER PINE RIVER NOR ANY OF ITS AFFILIATES WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF THE MATERIALS PROVIDED ON THE SITE, EITHER EXPRESSLY OR IMPLIEDLY, FOR ANY PARTICULAR PURPOSE AND TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, EACH EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.
- Pine River does 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) information obtained by you through the Site will meet your expectations, or (V) the server that makes the Site available is free of viruses or other harmful components.
- IN NO EVENT WILL PINE RIVER OR ITS AFFILIATES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGE ARISING OUT OF THE USE THIS AGREEMENT, THE USE OF THE SITE, OR INABILITY TO USE THE SITE, WHETHER DIRECT, INDIRECT OR CONSEQUENTIAL, FORESEEN OR UNFORESEEN, INCLUDING LOSS OF PROFIT OR OTHER ECONOMIC LOSS, OR ANY OTHER DAMAGES OF ANY KIND EVEN IF PINE RIVER OR AN AFFILIATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES. If you are dissatisfied with the Site or any Content on the Site, or with the terms and conditions of this Agreement, your sole and exclusive remedy is to discontinue using the Site. You acknowledge, by your use of the Site, that your use of the Site is at your sole risk. Applicable law may not allow the limitation of liability set forth above, so this limitation of liability may not apply to you. If any part of this limitation of liability is found to be invalid, inapplicable or unenforceable for any reason, then the aggregate liability of Pine River and its affiliates in such circumstances for liabilities that otherwise would have been limited shall not exceed the sum of one hundred dollars (US $100.00) in the aggregate.
- No advice or information, whether oral or written, obtained by you from Pine River or through or from the Site shall create any warranty not expressly stated in this Agreement. Some states limit or prohibit the disclaimer of implied warranties, so part or all of the foregoing disclaimers may not apply to you.
You agree to indemnify, defend and hold harmless Pine River and its affiliates and their employees, managers, partners, directors, officers, agents, vendors or suppliers from and against any and all suits, losses, claims, demands, liabilities, damages, costs and expenses (including reasonable attorneys' fees) that arise from or relate to: (1) your use of the Site; (2) your breach of this Agreement or any representation, warranty or covenant made by you in this Agreement; (3) your violation of any applicable law, statute, ordinance, regulation or of any third party's rights; or (4) claims asserted by third parties which, if proven, would place you in breach of representations, warranties, covenants or other provisions contained in this Agreement. You further release Pine River and its affiliates and their or any of their employees, managers, partners, directors, officers, agents, vendors or suppliers and you agree to hold them each harmless from any claims, demands and damages of every kind and nature that may arise out of or in any way are connected with a dispute between you and any third party.
Intellectual Property Rights
All of the content you see, hear or otherwise experience on the Site, including without limitation information, data, text, logos, software, page headers, images, icons, typefaces, illustrations and graphics (collectively, "Content"), are protected by trademark, service mark, trade dress, copyright and/or other intellectual property rights or licenses held by Pine River, its affiliates or by third parties who have licensed such Content to Pine River. The compilation (meaning the selection, collection, arrangement and assembly) of the Content and the Site is the exclusive property of Pine River and is protected as a collective work under U.S. and international copyright laws. The Content and Site are intended solely for your personal use. You may download, print and store selected portions of the Content, provided you (1) only use these copies of the Content for your own personal use; provided, however, you may discuss the Content with your financial, legal or tax advisors, and other with whom you share investment decisions; (2) do not copy or post the Content on any network computer or broadcast the Content in any media; and (3) do not modify or alter the Content in any way, or delete or change any copyright or trademark notice. No right, title or interest in any downloaded materials is transferred to you as a result of any such downloading. Pine River reserves complete title and full intellectual property rights in any Content you download from the Site. Except as noted above, you may not copy, download, reproduce, modify, publish, distribute, transmit, transfer, exploit or create derivative works from the Content without first obtaining written permission from Pine River.
The trademarks, logos and service marks (collectively referred to as "Trademarks") displayed on the Site are registered and unregistered Trademarks of Pine River and no trademark license either express or implied is granted by Pine River. You do not have any right to use any Trademark displayed on this website without prior written permission of Pine River. Trademarks are a very valuable business asset of Pine River. In the event of unauthorized use or misuse of its Trademarks, Pine River will pursue its legal remedies without delay.
Representations and Warranties
You represent and warrant to Pine River and its affiliates that:
- you have full authority and all rights necessary to enter into and fully perform all of your obligations pursuant to this Agreement;
- you have not and you will not enter into any agreement or perform any act which might contravene the purposes and/or effects of this Agreement;
- you have not taken and will not take any action that might compromise the security of the Site, render the Site inaccessible to others or otherwise cause damage to the Site or any Content contained on the Site, and you have not and will not add to, subtract from, or otherwise modify the Content on the Site; and
- all information that you provide in connection with your registration, qualification and use of the Site is true and complete in all respects. Privacy Statement
Monitoring the Site
We reserve the right to monitor and record activity on the Site in our sole discretion, and may report any activity that we suspects may violate any law or regulation as it deems appropriate.
This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota, U.S.A., without giving effect to conflicts of law principles.
This Agreement constitutes the entire Agreement between you and Pine River governing your use of the Site, and shall supersede any prior agreements between you and Pine River concerning this subject matter. Pine River may assign this Agreement at any time without your consent. You may not assign this Agreement or delegate any of your obligations under this Agreement. The failure of Pine River to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court or arbitration panel to be invalid or unenforceable, the parties nevertheless agree that the court or arbitration panel shall endeavor to give effect to the parties’ intentions as reflected in this Agreement, and the other provisions of this Agreement shall remain in full force and effect.