Terms of Service

Terms of Use

(Rev. April 27, 2016)

 

These legal notices and terms and conditions of use (the “Terms of Use”) are a contract between you and Centre Lane Partners, LLC (“Centre Lane”, “we” or “us”).  Centre Lane is the operator of www.centrelanepartners.com (the “Site”). References to Centre Lane herein refer to Centre Lane or its affiliates, subsidiaries and designees as deemed appropriate by Centre Lane. Individuals and entities that are employees or contractors of an authorized client of Centre Lane (“Client”) are, together with such Client, collectively referred to herein as “Users” or “you.”

 

The Site and these Terms of Use may be updated by us at any time without prior notice to you. Your continued use of the Site after any such modifications shall constitute your acceptance of these legal notices and terms of use. The date of the last revision or update appears at the top of this document under the title.

 

BY USING THE SITE, YOU ACKNOWLEDGE YOUR AGREEMENT WITH AND UNDERSTANDING OF THE FOLLOWING TERMS OF USE PERTAINING TO THE SITE INCLUDING ALL MATERIAL ON IT. IF YOU DO NOT AGREE TO ABIDE BY THESE TERMS OF USE FOR ANY REASON, YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

 

YOUR COMPLIANCE WITH THESE TERMS OF USE IS A CONDITION TO YOUR RIGHT TO ACCESS THE SITE.  YOUR BREACH OF ANY PROVISION OF THESE TERMS OF USE WILL AUTOMATICALLY, WITHOUT THE REQUIREMENT OF NOTICE OR OTHER ACTION, REVOKE AND TERMINATE YOUR RIGHT TO ACCESS THE SITE.

 

Nothing contained in these Terms of Use is intended to modify or amend any other written agreement you may have with us (including without limitation any customer agreement, participation agreement or account agreement) (“Other Agreements”) if any, that may currently be in effect.  In the event of any inconsistency between these Terms of Use and any Other Agreements, the Other Agreements will govern.

 

No Investment Advice, Recommendations or Offer

 

You acknowledge that the content of the Site is for general, informational purposes only and is not intended to constitute an offer to sell or buy any securities or promise to undertake or solicit business, and may not be relied upon in connection with any offer or sale of securities. An offer or solicitation will be made only through a final offering or private placement memorandum, subscription agreement and other related documents with respect to a particular investment opportunity and will be subject to the terms and conditions contained in such documents, including the qualifications necessary to become an investor.

 

We are not utilizing the Site to provide investment or other advice, and nothing on the Site is to be deemed a recommendation that you buy, sell or hold any security or other investment or that you pursue any investment style or strategy. If you would like investment, accounting, tax or legal advice, you should consult with your own advisors with respect to your individual circumstances and needs. We make no commitment and we disclaim any duty to update the information contained on the Site or to require any third party to update such information.

 

Forward Looking Statements.  Certain information on the Site may contain forward-looking statements, which are subject to risks and uncertainties and speak only as of the date on which they are made. The words “believe”, “expect”, “anticipate”, “optimistic”, “intend”, “aim”, “will” or similar expressions are intended to identify forward-looking statements. We undertake no obligation to update publicly or revise any forward-looking statements. Important factors that could cause actual results to differ materially from forward-looking statements may be found in our periodic reports filed with the Securities and Exchange Commission and the Annual Report to Shareholders.

 

Past Performance. Any performance data or comments expressed on the Site are an indication of past performance. Past performance is not indicative of future results; 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.

 

Confidentiality

 

All information available through any area of the Site requiring a user ID and password is confidential and proprietary to us. This includes all investment information and results, offering materials, financial statements and other information provided through this part of the Site.You will use your best efforts to keep all this information strictly confidential. You will not disclose any of this information to any person or use it for any purpose other than those strictly permitted by us, in writing.

 

Site Security

 

You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, (a) accessing data not intended for you as a User or logging onto a server or an account which you are not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to a Site, overloading, “flooding,” “spamming,” “mailbombing” or “crashing;” (d) sending unsolicited email, including promotions and/or advertising of products or services; (e) forging any TCP/IP packet header or any part of the header information in any email or posting; (f) using or attempting to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search a Site other than the search engine and search agents available on a Site and other than generally available third party web browsers; or (g) otherwise invading the privacy of, obtaining the identity of, or obtaining any personal information about any user of a Site. Any violations of system or network security including attempts to intentionally access a computer without authorization or exceed your authorized access level may result in civil and criminal charges.

 

IP Ownership

 

All materials, including images, text, data, illustrations, designs, icons, photographs, programs, music clips or downloads, systems and methods of trading, video clips and written and other materials, services and content (each “Content” and collectively, the “Contents”) that are part of the Site, are the property of Centre Lane or others and are protected by copyright and other laws.  Any unauthorized use of the images may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes.

 

Unless otherwise noted, all Contents are copyrights, trademarks, trade dress and/or other intellectual property owned, controlled or licensed Centre Lane or by third parties who have licensed their materials to Centre Lane and are protected by U.S. and international copyright laws. All trademarks, service marks, trade names, domain names, trade dress or other proprietary logo or indicia (collectively “Trademarks”) displayed on the Site are the property of Centre Lane. All other marks are the property of their respective companies. Nothing contained on the Site should be construed as granting, by implication, estoppel, or otherwise, any right, title or interest to use any Content or Trademark displayed on the Site without the written permission of Centre Lane or such other third party that may own the Content or Trademark displayed on the Site.

 

Restrictions on Use

 

By accepting these Terms of Use through your use of the Site, you certify that you are 18 years of age or older. If you are under the age of 18 you may not use or access the Site. The Site does not knowingly collect personal information about children under the age of 13.

 

You warrant that when using the Site you shall not violate or facilitate any violation of any applicable local, state, federal or international law, statute, regulation, code or ordinance, including, without limitation, regulations promulgated by or the rules of any national or other securities exchange. The permission to use the Site granted by this terms of use automatically terminates if you breach any of the terms and conditions contained herein. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of or exploit in any way, in whole or in part, any of the Content, the Site or any related software. All software used on the Site is the property of Centre Lane or its suppliers and protected by U.S. and international copyright laws. For additional information, please see the section entitled “IP Ownership” above.

 

No Warranties

 

We have compiled the Site in good faith and while we use reasonable efforts to include accurate and up-to-date information on the Site, the Site is provided on an “as is”, “as available” and “with all faults” basis with no warranties of any kind. Neither Centre Lane nor any of our respective officers, directors, employees, agents, third-party content providers, designers, contractors, distributors, merchants, sponsors, licensors or the like (collectively, “Associates”) warrant that the information on the Site is accurate, reliable, error-free, up-to-date or complete, that all or part of the Site will be available at any particular time or location, or that all or part of the Site is free of viruses or other harmful components. By using the Site, you expressly agree that your use of the Site and use or reliance upon any of the materials on it is solely at your own risk.

 

CENTRE LANE AND OUR ASSOCIATES SPECIFICALLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF THE SITE, INFORMATION ON THE SITE OR THE RESULTS OBTAINED FROM USE OF THE SITE OR ANY RELATED SERVICES. Some states do not allow the exclusion or limitation of certain warranties, so the above limitation or exclusion may not apply to you.

 

Limitation of Liability

 

We are not responsible to you or anyone else for any damages or injury, including but not limited to special, indirect, incidental, exemplary, punitive, or consequential damages, that result from your use of (or inability to use) the Site, including but not limited to any damages or injury caused by any failure of performance, error, omission, interruption, defect, delay in operation, computer virus, line failure, or other computer malfunction. The foregoing limitation of liability will apply in any action, whether in contract, tort or any other claim, even if Centre Lane has been advised of or should have knowledge of the possibility of such damages.  You understand and agree that your use of the Site is predicated upon your waiver of any right to sue us or its affiliates directly or to participate in a suit for any losses or damages resulting from your use of the Site.

 

Indemnification

 

As a condition of your use of the Site, you agree to indemnify and hold Centre Lane and its Associates harmless from and against any and all claims, losses, liability, costs and expenses (including but not limited to attorney’s fees) arising from your use of the Site or related services or from your violation of these Terms of Use.

 

External Links

 

The Site may contain links to, or may be linked from, other sites that are not maintained by us. We do not endorse, have any responsibility for, or make any representations about, any other sites, including their products and services, content, communications and website use policies. We expressly disclaim any responsibility for your access to or use of such other sites, including any content or data-collection policies and procedures of these sites.  As such, we suggest you review the privacy policies of any linked sites you may visit.

 

International Use

 

The Site is operated and controlled by us in the United States. Due to the global nature of the Internet, the Site may be accessed by users in countries other than the United States. Those who choose to access the Site outside the United States do so on their own initiative and are responsible for compliance with all local laws and regulations.

 

Consent to Receive Notices Electronically

 

To the extent permitted by applicable law, your use of the Site constitutes your consent to receive all communications from us, including notices, agreements, legally required disclosures or other information in connection with the Site or materials or services provided (collectively referred hereafter as “Notices”) electronically. We will provide such electronic Notices by posting them on the Site. The delivery of any such Notice is effective when posted, regardless of whether you read the Notice. If you want to withdraw your consent to receive such Notices electronically, you must discontinue your use of the Site.

 

Termination of Use

 

These Terms of Use are effective unless and until terminated by either you or Centre Lane. You may terminate these Terms of Use at any time, provided that you discontinue any further use of the Site. We also may terminate these Terms of Use, in our sole discretion, at any time and may do so immediately without notice, and accordingly deny you access to the Site.

 

Governing Law

 

You agree that your use of the Site and any disputes relating to any of them shall be governed in all respects by the laws of the State of New York. Any dispute relating to the above shall be resolved solely in the state or federal courts located in New York, New York. If any provision of these Terms of Use is held to be unenforceable, such provision will be reformed only to the extent necessary to make it enforceable.  The failure of Centre Lane to act with respect to a breach of these Terms of Use by you or others does not constitute a waiver and will not limit Centre Lane’s rights with respect to such breach or any subsequent breaches.

 

Arbitration

 

By using the Site, you agree that Centre Lane, at its sole discretion, may require you to submit any disputes arising from the use of the Site, related services or these Terms of Use concerning or, including disputes arising from or concerning their interpretation, violation, nullity, invalidity, non-performance or termination, as well as disputes about filling gaps in this contract or its adaptation to newly arisen circumstances, to final and binding arbitration under the International Rules of Arbitration of the American Arbitration Association, by one or more arbitrators appointed in accordance with the said Rules. Notwithstanding these rules, however, such proceeding shall be governed by the laws of the state as set forth in the previous section.

 

Contact Information

 

Thank you for visiting our Site. Please contact us at info@centrelanepartners.com if you have any questions or complaints about our Site, the legal notices or terms of use. Electronic mail or other communications through the Site to Centre Lane Partners, LLC (or any of its employees, agents or representatives) may not be secure and we do not guarantee the confidentiality of such communications.