Terms and Conditions of Use

Last Updated: APRIL 3, 2020

The information offered by Sidewalk Infrastructure Partners, LLC and its affiliates (together, “SIP,” “we,” “our,” or “us”) on this website is subject to certain terms and conditions (the “Terms and Conditions”).  These Terms and Conditions apply to all users. By entering this website or by transmitting any information to the website, you acknowledge and agree to all of the Terms and Conditions. Please read them carefully. If you do not agree to the Terms and Conditions, please do not use this website.  Any use of this website in a manner inconsistent with these Terms and Conditions is deemed unauthorized access and may subject the user to civil or criminal penalties. SIP reserves the right to revise these Terms and Conditions at any time and for any reason, without notice or obligation, by updating this posting.  Your continued use of this website following the posting of any changes to the Terms and Conditions will mean that you accept such amendments. SIP strongly recommends that you periodically visit this page of the website to review the Terms and Conditions.

Disclaimers

While SIP uses reasonable efforts to help ensure that all material on this website is correct, accuracy cannot be guaranteed and SIP makes no representations or warranties as to the accuracy, adequacy, reliability, or completeness of any information or material contained on this website and expressly disclaims any liability for errors or omissions on this website, and no person is entitled to rely on the information or material on this website.  Any contents at this website are subject to change without notice. THIS WEBSITE, AND ALL INFORMATION AND MATERIALS CONTAINED OR REFERRED TO IN THIS WEBSITE, IS PROVIDED TO YOU “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT TO THE FULL EXTENT PERMITTED BY LAW.  SIP further makes no warranties that functions contained at this website will be uninterrupted or error-free, that defects will be corrected, or that the website or the server will be free of viruses or other harmful components.  SIP will not be liable for any damages, viruses, or services, repairs or corrections that must be performed on your computer or other property on account of your accessing or using this website. Please note that some jurisdictions do not allow the exclusion of implied warranties, so some or all of the above exclusions may not apply to you.

By entering the website you acknowledge and agree that your use is at your own risk and that neither SIP, nor any of the parties involved in creating, producing, or delivering the website, is liable for any consequential, incidental, indirect, special, punitive or exemplary damages, or any other losses, costs, or expenses of any kind (including legal fees, expert fees, or other disbursements) arising, directly or indirectly, through access to the website, out of any use of or inability to use the website or any portion thereof, or through your downloading of any text or images from the website, regardless of whether SIP has been apprised of the likelihood of such damages occurring and regardless of the form of action, whether in contract, warranty, tort (including negligence), strict liability, or otherwise.

The names and logos of certain companies included in the site are provided for illustrative purposes only.  Inclusion of such companies’ names and logos does not necessarily imply affiliation with or endorsement by such firms.

There may be legal requirements in various countries and jurisdictions that may restrict the information that can be accessed.  Persons who obtain information from this website should inform themselves about and observe any restrictions imposed in the jurisdiction in which the website is accessed.

Securities Information

This website and the information and materials contained or referred to in this website (collectively, “website”) do not constitute investment, tax, financial, legal, or other advice.  This website should not be relied upon for personal, investment, tax, legal or financial decisions, and prior to the execution of any transaction by you related to any information you have obtained from this website, you should consult with your financial, tax and investment advisers and an attorney, or otherwise seek appropriate professional advice tailored to your situation.  This website is published solely for informational purposes and is not a solicitation, recommendation, endorsement, or offer by SIP or a third party to buy or sell any services of SIP or any stock, assets, securities, or other financial instruments. This website does not attempt or claim to be a complete description of the securities, markets, or developments referred to therein.  Certain information or materials contained in or referred to on this website may contain forward-looking statements, which are subject to risks and uncertainties, and speak only as of the date on which they are made. SIP undertakes no obligation to update publicly or revise this website, whether as a result of new information, new developments, or otherwise. All expressions of opinion on this website are subject to change without notice.  SIP does not undertake to advise anyone via this website or otherwise. SIP and its officers, directors, committee members, shareholders, partners, members, employees, representatives, advisors, or agents may have clients with positions in securities or companies mentioned on this website, and SIP may have business relationships with such companies.

Past performance is not indicative of future results; no representation is being made that any transaction will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided.

Material to be Consulted in its Entirety

All information and materials contained or referred to in this website are meant to be reviewed in their entirety, including any footnotes, legal disclaimers, restrictions, or disclosures, and any copyright or proprietary notices.  Any disclaimers, restrictions, disclosures or hedge clauses apply to any partial document or material in the same manner as they do to the whole and will be deemed incorporated in the portion of any material or document that you consult or download.

Linking, Posting, and Transmitting

Though SIP provides the information accessible on the website for your personal, non-commercial use, SIP retains all property rights, including, without limitation, property rights under U.S. and international copyright law, to all such information.  Without the prior express written permission of SIP, you MAY NOT do any of the following: (A) hyperlink to the website, whether to its homepage or to an interior page; (B) include information from the website on another site, on a server computer, or in documents; (C) modify or re-use the information from the website; or (D) transmit any commands, codes or information to the website, with the exception of those commands necessary to view the website.  SIP reserves all other rights.

Do not transmit to the website or to any SIP personnel, any pornographic, obscene, profane, defamatory, libelous, threatening, or unlawful material or any unsolicited commercial communications.  Do not transmit to the website or to any SIP personnel any material that could constitute or encourage unlawful conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law or regulation.  Notwithstanding the fact that SIP, or other parties involved in creating, producing, or delivering the website, may monitor or review any transmissions to the website or to SIP personnel, SIP and such other parties assume no responsibility or liability that may arise from the content thereof, including, without limitation, claims for defamation, libel, slander, obscenity, pornography, profanity, or misrepresentation.

By entering the website you acknowledge and agree that any communication or material you transmit to the website or SIP, in any manner and for any reason, will not be treated as confidential or proprietary.  Furthermore, you acknowledge and agree that any materials you transmit to SIP may be used by SIP, anywhere, anytime and for any reason whatsoever.

Though the website may be linked to other sites upon permission, SIP is not, directly or indirectly, implying any approval, association, sponsorship, endorsement, or affiliation with the linked site, unless specifically stated therein.  By entering the website you acknowledge and agree that SIP has not reviewed all the sites that may be linked to the website and is not responsible for the content of any off-site pages or any other site linked to the website. You further acknowledge and agree that when you follow links to pages not maintained on the website, you do so at your own risk.

Privacy Policy

By using the website you hereby understand and consent to the transfer of any data submitted by you to SIP and the use of your personal information by SIP as set forth in SIP’s Privacy Policy.

Copyright and Trademark Notice

No portion of the website, including, without limitation, the text or images may be used in any manner, or for any purpose, without the prior express written permission of SIP.  The compilation of all content on the website is the exclusive property of SIP and is protected by U.S. and international copyright laws. All software used on the website is the property of SIP or its software suppliers and is protected by U.S. and international copyright laws.

By entering the website you acknowledge and agree that each name, logo, trademark, or service mark contained on the website is owned or licensed by SIP and may not be used by you without the prior written approval of SIP. Information or images of places or people are either the property of SIP or used on the website by SIP with permission.  Your use of any such materials is prohibited unless specifically permitted by SIP. Any unauthorized use of such materials may subject you to penalties or damages, including, without limitation, those related to violation of trademarks, copyrights, privacy and publicity rights.

Restricted Use of Website Materials

SIP grants you a limited license to access and make use of this website.  For your personal use only, you may print copies of the information from the website and you may store information from the website on your own computer.  You may not modify the website, or any portion thereof, for any reason. Any unauthorized use terminates the permission or limited license granted by SIP. SIP reserves all other rights.

Miscellaneous

Applicable Law and Jurisdiction: By visiting the website, you agree that the laws of the State of Delaware, without giving effect to any choice of law or conflict of law rules or provisions (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Delaware, will govern these Terms and Conditions and any dispute of any sort that may arise between you and SIP.  You hereby irrevocably and unconditionally submit to the exclusive jurisdiction of the Court of Chancery of the State of Delaware, and any appellate court from thereof, in any action or proceeding directly or indirectly arising out of or relating to your visit to this website. SIP may seek injunctive or other appropriate relief in the Court of Chancery of the State of Delaware and any appellate court from thereof, and you consent to exclusive jurisdiction and venue in such court.

Severability: If any of the Terms and Conditions shall be deemed invalid, void, or for any reason unenforceable, such condition shall be deemed severable and shall not affect the validity and enforceability of any of the remaining Terms and Conditions.

Effect of Headings: The subject headings of the paragraphs and subparagraphs of these Terms and Conditions are included for convenience only and shall not affect the construction or interpretation of any of its provisions.

Entire Agreement; Waiver: These Terms and Condition constitutes the entire agreement between you and SIP pertaining to the website and supersedes all prior and contemporaneous agreements, representations, and understandings between us.  No waiver of any of the provisions of these Terms and Conditions by SIP shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver.  No waiver shall be binding unless executed in writing by SIP.

Assignment: These Terms and Conditions bind and inure to the benefit of the parties’ successors and assigns.  These Terms and Conditions are not assignable, delegable, sublicenseable, or otherwise transferable by you.  Any transfer, assignment, delegation, or sublicense by you is invalid.