3. Informational Purposes Only; Intended Use of Website
(a) You acknowledge that the content of the Website is provided for informational purposes only and is intended to provide information regarding Metalmark’s capabilities with respect to potential portfolio investments. The Website is not intended to solicit investors for any security or investment product managed or sponsored by Metalmark and may not be relied upon for such purpose. Nothing contained in the Website constitutes an offer to sell or a solicitation of an offer to purchase any investments or securities. Any such offer or solicitation will be made only pursuant to a confidential offering memorandum, subscription agreement and other applicable offering documents relating to such vehicles which will qualify in their entirety any information on the Website, and will be subject to the terms and conditions contained in such documents. PAST PERFORMANCE IS NOT A GUARANTEE OF FUTURE RESULTS, AND YOU SHOULD NOT ASSUME THAT ANY RESULTS FOR PORTFOLIO INVESTMENTS OF METALMARK FUNDS WILL BE ACHIEVED FOR OTHER INVESTMENTS. To the extent the Website contains forward-looking statements with respect to Metalmark’s portfolio investments, you should be aware that future results may differ significantly from those anticipated by such forward looking statements.
(b) Metalmark’s provision of information to you through the Website, including information regarding Metalmark’s current and historical portfolio investments, does not constitute the rendering of investment, consulting, legal, accounting, tax or other advice or services. You should not rely upon the information on the Website for making business, investment or other decisions or use such information as a substitute for consultation with professional advisors.
(c) Case studies of representative investments provided in the “Case Studies” section of the Website have been selected to illustrate Metalmark’s collaboration with management teams and its ability to add value in the management and operations of its portfolio investments and are not intended as a complete list of all investments historically made or currently held by Metalmark’s funds.
4. Intellectual Property Rights
(a) Unless otherwise noted, the Website, and all material on the Website, including text, images, illustrations, designs, icons, photographs, video clips and other materials, and the copyrights, trademarks, trade dress and/or other intellectual property in such materials (collectively, the “Contents”), are owned, controlled or licensed by Metalmark.
(b) The Website and the Contents are intended solely for personal, non-commercial use. You may download or copy the Contents and other downloadable materials displayed on the Website for your personal use only. No right, title or interest in any downloaded Content is transferred to you as a result of any such downloading or copying. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell or exploit in any way any of the Contents or the Website.
Metalmark’s name and all related names, logos, product and service names, designs and slogans are trademarks of Metalmark or its licensors. You must not use such marks without the prior written permission of Metalmark. All other names, logos, product and service names, designs and slogans on this Website are the trademarks of their respective owners.
6. Prohibited Uses
7. Links from the Website
If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. If you decide to access any of the third party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
8. Transmission to and from the Website
Any communication or content that you sent to the Website is and will be deemed to be non-confidential as between you and us, and Metalmark will be free to use, modify, reproduce and distribute it for any purpose without compensation to you.
9. International Use
The Website is operated and controlled by us in the United States, and the content provided in or accessible through the Website is not directed to any jurisdiction or country where such distribution or use would be contrary to law or regulation or that would subject Metalmark to any registration or other requirement within such jurisdiction or country. Despite the global nature of the Internet, Metalmark makes no claims that the Website is appropriate or may be viewed or used outside the United States. Access to the Website from countries or territories where such access is illegal is prohibited. Metalmark makes no representations that the transactions, products or services discussed on or accessible through the Website are available or appropriate for sale or use in all jurisdictions or by all users. Those who access the Website from outside the United States do so on their own initiative and are responsible for compliance with local laws, rules and regulations.
10. Disclaimer of Warranties
(a) You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Website for any reconstruction of any lost data.
(b) YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER METALMARK NOR ANY PERSON ASSOCIATED WITH METALMARK MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER METALMARK NOR ANYONE ASSOCIATED WITH METALMARK REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
(c) METALMARK HEREBY DISCLAIMS 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 PARTICULAR PURPOSE.
(d) THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
11. Limitation on Liability
IN NO EVENT SHALL WE BE LIABLE TO ANY PARTY FOR ANY CLAIMS, LIABILITIES, LOSSES, COSTS OR DAMAGES, INCLUDING BUT NOT LIMITED TO ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (“DAMAGES”) ARISING OUT OF OR IN CONNECTION WITH ANY ACCESS, USE (OR INABILITY TO USE) OR DISTRIBUTION OF THE WEBSITE, INCLUDING DAMAGES CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF OR USE OF ANY ASSET, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE OR UNDER ANY OTHER CAUSE OF ACTION, OR ANY CONTENT OBTAINED THROUGH USE OF THE WEBSITE. THIS IS TRUE EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
13. Governing Law and Jurisdiction