EXI Investment Partners Website Terms of Use

Effective Date: November 20, 2024

1. Acceptance of Terms

Welcome to the website of EXI Investment Management LLC (“EXI,” “we,” “us,” or “our”). By accessing or using our website www.exipartners.com (the “Site”), you agree to comply with and be bound by these Terms of Use and the Site’s Privacy Policy, together with any documents they expressly incorporate by reference (collectively, the “Terms”). Such Terms govern your access to and use of the Site, including any content, functionality, and services offered on or through the Site. If you do not agree to these terms, please do not use our Site.

By using our Site, you affirm that you are the age of majority in your jurisdiction and have the legal capacity to enter into these Terms of Use. If you are using the Site on behalf of an organization, you represent that you have the authority to bind that organization to these Terms. Please read the Terms carefully before you start to use the Site.

2. Accessing the Site and Account Security

We reserve the right to withdraw or amend the Site, and any service or material we provide on the Site, in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Site is unavailable at any time or for any period.

You are solely responsible for making all arrangements necessary for you to have access to the Site. To access the Site or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Site that all the information you provide on the Site is correct, current, and complete. You consent to all actions we take with respect to your information consistent with the Privacy Policy.

3. Intellectual Property

All content, features, and functionality of the Site, including but not limited to text, graphics, logos, trademarks, service marks, trade names, images, photos, illustrations, audio clips, video clips, music, and software (“Online Materials”) are the exclusive property of EXI and are protected by copyright, trademark, and other intellectual property laws. You may not reproduce, distribute, or create derivative works of any content from the Site without our express written permission. Neither may you add, delete, distort, or misrepresent any content on the Site. Any attempts to modify any Online Materials, or to defeat or circumvent our security features, is prohibited. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Site in breach of these Terms, your right to use the Site will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. Any use of the Site not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.

Subject to your continued compliance with these Terms, we hereby grant you a limited, non- exclusive, non-transferable, non-sublicensable right and license to access and use the Site solely for your personal, non-commercial purposes. You may only continue to use the Site provided that you: 1) retain all copyright, trademark and propriety notices, 2) you make no modifications to the Online Materials, 3) you do not use the Online Materials in a manner that suggests an association with any of our products, services, events or brands, and 4) you do not download quantities of Online Materials to a database, server, or personal computer for reuse for commercial purposes.

4. Prohibited Uses

You may use the Site only for lawful purposes and in accordance with these Terms. You agree not to use the Site:

In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the U.S. or other countries).
To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Site, or which, as determined by us, may harm us or users of the Site or expose them to liability.

Additionally, you agree not to:

Use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other party's use of the Site, including their ability to engage in real time activities through the Site.
Use any robot, spider, or other automatic device, process, or means to access the Site for any purpose, including monitoring or copying any of the material on the Site.
Use any manual process to monitor or copy any of the material on the Site or for any other unauthorized purpose without our prior written consent.
Use any device, software, or routine that interferes with the proper working of the Site.
Introduce any viruses, Trojan horses, worms, logic bombs, or other material to the Site which is malicious or technologically harmful.
Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer, or database connected to the Site.
Attack the Site via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with the proper working of the Site.

5. Monitoring and Enforcement

We have the right to:

Take appropriate legal action including, without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site.
Terminate or suspend your access to all or part of the Site, for any or no reason, including, without limitation, any violation of these Terms.

You waive and hold us harmless from any claims resulting from any action taken by us during or as a result of investigations by either us or law enforcement authorities. We assume no liability for any action or inaction regarding transmissions, communications, or content provided by you or anyone else, including for any performance or nonperformance of the activities described in this section.

6. Reliance on Information Posted

The information provided on this Site is for informational purposes only and should not be construed as legal, financial, or investment advice. We do not guarantee the accuracy or completeness of the information on the Site, and you acknowledge that any reliance on such information is at your own risk.

The Site may include content provided by third parties, including materials provided by other users and third-party licensors. All statements and/or opinions in these materials, and all other content other than the content provided by us, are solely the opinions and responsibility of the person or entity providing those materials. We are not responsible or liable to you or any third party for the content or accuracy of any materials provided by any third parties.

7. Information About You and Your Visits to the Site

All information we collect on the Site is subject to the Privacy Policy. By using the Site, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

8. Submitting Your Online Material to Us

All remarks, suggestions, ideas, graphics, comments, or other information that you send to the Site through our Site (other than the information we promise to protect under our Privacy Policy) becomes and remains our property, even if this agreement is later terminated. We will have the exclusive ownership of all present and future rights to submissions of any kind and can use them for any purpose we deem appropriate to our Site mission, without compensating you or anyone else for them

9. Warranties Disclaimed

YOUR USE OF THE SITE, THE CONTENT THEREON, AND ANY OTHER SERVICES OR ITEMS ACCESSED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE, THE CONTENT THEREON, AND ANY OTHER PRODUCTS, SERVICES, OR ITEMS OBTAINED THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER EXI NOR ANY PERSON ASSOCIATED WITH US MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING, NEITHER EXI NOR ANYONE ASSOCIATED WITH US REPRESENTS OR WARRANTS THAT THE SITE, THE CONTENT THEREON, OR ANY OTHER SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ANY OTHER SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

WE HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.

To the extent allowed by law, neither EXI, nor any of its service providers, information providers, licensors, employees, officers, directors, members, assignees, or agents shall have any liability for incidental, consequential, indirect, exemplary, punitive, or special damages suffered by you or any other party arising out of or related to your use of the Site, published programs, videos, services or products, or your purchase of services or products from EXI via the Site or otherwise.

10. Limitation of Liability

To the fullest extent permitted by law, EXI, its affiliates, licensors, service providers, employees, agents, officers, or directors shall in no event be liable for damage of any kind, under any legal theory, arising out of or related to your use of the Site or any information obtained through the Site. We are not liable even if we have been negligent or if our authorized representative has been advised of the possibility of such damages or both.

Certain state laws may not allow us to limit or exclude liability for incidental or consequential damages. If you live in one of those states, the above limitation does not apply and you may have the right to recover such types of damages. However, in any event, our liability to you or all losses, damages, injuries, and claims of any and every kind will not be greater than the amount you paid, if anything, to access our Site.

11. Indemnification

You agree to indemnify, defend, and hold harmless EXI and its affiliates, officers, directors, employees, service providers, suppliers, agents, successors, and assigns from any claims, liabilities, damages, judgments, awards, costs, fees, losses, or expenses, including reasonable attorney's fees, arising out of or related to your use of the Site or any content, services, or products therein or your violation of these Terms of Use, or for your use of any information obtained from the Site.

12. Linkage to the Site and Social Media Features

You may link to our Site provided you do so in a way that is fair and legal and does not damage or take advantage of our reputation, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.

This Site may provide certain social media features that enable you to link from third-party websites to certain content on this Site, send emails or other communications with certain content or links to this Site, or cause limited portions of the content of this Site to be displayed or appear to be displayed on certain third-party websites. You may use these features solely as they are provided by us and solely with respect to the content with which they are displayed. You must not take action with respect to the materials on this Site or such linkage that is inconsistent with these Terms.

13. Changes to These Terms and the Site

We reserve the right to modify these Terms of Use at any time. We will notify you of any significant changes by posting a notice on our Site or by other means. All changes are effective immediately when posted and apply to all access and use of the Site thereafter. Your continued use of the Site after any modifications indicates your acceptance of the updated Terms. Please check these Terms whenever you access the Site to see what those changes may be.

We may update the content of the Site from time to time, but its content is not necessarily complete or up-to-date. While we strive to keep the Site current, we are under no obligation to update such material.

14. Governing Law

If you use our Site from locations outside the United States, you are responsible for compliance with any applicable local laws. These Terms of Use shall be governed by and construed in accordance with the laws of the State of Illinois, without regard to its conflict of law principles.

15. Waiver and Severability

No waiver by us of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of us to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent, such that the remaining provision of these Terms will continue in full force and effect.

16. Entire Agreement

These Terms and the Privacy Policy constitute the sole and entire agreement between you and us with respect to the Site and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to the Site.

17. Contact Us

If you have any questions about these Terms, please contact us at:

EXI Investment Management LLC

info@exipartners.com.