Terms of Use

1. Scope of Agreement

These terms and conditions of website access (“Terms”) are the entire agreement governing your access to, and use of, this website portal, including the information and functions contained or embodied therein (collectively, the “Website”). These Terms are between Kinetic Partners Management, LP (“Kinetic,” “we,” “our” or “us”) and you, and anyone authorized to access the Website on your behalf (collectively, “You”).  By accessing the Website You accept and agree to be bound and abide by these Terms and our Privacy Notice, which is incorporated herein by reference, without any modification, limitation or qualification.  If You do not accept these Terms, do not use the Website.

You understand and agree that we may modify these Terms at any time, in our sole discretion, without prior notice, and that all modifications to these Terms will be effective immediately upon our posting of the modifications on this Website.  You may read a current, effective copy of these Terms at any time by selecting the “Terms of Use” link on the various pages of the Website.  You agree that You will review these Terms regularly, so that You are aware of and agree to any and all modifications made to these Terms.  If any change to these Terms is not acceptable, your sole remedy is to terminate Your use of the Website.  Continued use of the Website after the effective date of any modifications to these Terms shall constitute acceptance by You of such revised Terms.

2. Access Rights

We hereby grant to You a limited, non-exclusive, non-transferable license to access the Website and use the services provided therein solely for internal business purposes and personal use only as permitted under these Terms (“Access Rights”).  You understand and acknowledge that the Website and services are the property of Kinetic, and You may not prepare derivative works of, modify, distribute, sell, lease, rent, sublicense, assign, export, or transfer in any other manner the services, the Website, or any underlying software, technology, or other information, including any printed materials of the same, unless expressly authorized hereunder.  Any use of third party software provided in connection with the Website will be governed by such third parties’ licenses and not by these Terms.  

We reserve the right, in our sole discretion, to deny use of the Website to anyone for any reason. You acknowledge and agree that we, in our sole discretion, at any time and with or without notice, may block or terminate Your or any other party’s access to all or part of the Website, or change or discontinue any aspect or feature of the Website (including, without limitation, discontinuing the Website in its entirety); and that, without limitation of any other provisions of these Terms, we reserve the right to take any actions at law or in equity that we deem appropriate in connection with the Website, services, and these Terms.

3. Security of Credentials

If You have a login and password for access to non-public areas of the Website, You are responsible for ensuring the security and confidentiality of Your credentials, and agree to take precautions to protect the confidentiality of your password and login credentials including not sharing those with any other person.  You shall immediately notify Kinetic of any information or event that may compromise the security of the Website, including loss or compromise of Your login credentials.  You agree to be responsible for any act or omission of any users who access the Website under Your account or using Your password that, if undertaken by You, would be deemed a violation of these Terms, and that such act or omission shall be deemed a violation of these Terms by You.  

4. Third-Party Content

This Website may include (whether linked to the Website or incorporated therein) services, general news and information, commentary, research and other data supplied by companies that are not affiliated with Kinetic (“Third Party Content”).  Kinetic has not been involved in the preparation or editing of Third Party Content and does not explicitly or implicitly endorse or approve such content or services.  Kinetic does not guarantee the accuracy, timeliness, completeness or utility of Third Party Content, and Kinetic shall not be responsible or liable for any such content or services. Your access to those other websites is at your own risk and is subject to their own privacy policies.  

5. No Offer of Securities

Under no circumstances should the Website, or any material contained therein, be used or considered as an offer to sell or a solicitation of an offer to buy or sell securities, any financial instrument or any interest in any investment fund sponsored or managed by Kinetic (each, a “Fund”). Any such offer or solicitation can and will be made only by means of the Confidential Private Offering Memorandum of each such Fund, only in jurisdictions in which such an offer would be lawful and only to individuals who meet the investor suitability and sophistication requirements of each such Fund, including qualifying as accredited investors within the meaning of the Securities Act of 1933, as amended.  Access to information about the Funds is similarly limited to individuals who meet the applicable investor suitability and sophistication requirements and also subject to the selling restrictions set out in the relevant Confidential Private Offering Memorandum. This Website is not intended for distribution to or use by any person in any jurisdiction or country where such distribution or use would be contrary to local law or regulation. Kinetic makes no representations or warranties that the content of this Website is applicable or appropriate for use in any particular jurisdiction.

6. Additional Disclaimers of Warranties

You expressly understand and agree that:

  • Your use of the Website is at Your sole risk. The Website is provided on an “as is” and “as available” basis. To the fullest extent permissible pursuant to applicable law, we expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
  • We do not warrant or represent that (i) the Website will meet your requirements, (ii) the Website will be uninterrupted, timely, secure, or error-free or that any defects will be corrected, (iii) the results that may be obtained from the use of the Website will be accurate or reliable, (iv) the quality of any services, or information, or other material obtained by you through the Website will meet your expectations, (v) the server that makes the Website available is free of viruses or other harmful components; or (vi) any errors in the software will be corrected.
  • Any material downloaded or otherwise obtained through the use of the Website is done at your own discretion and risk and that you will be solely responsible for any loss or damage incurred, including, without limitation, damage to your computer system or loss of data that results from the download of any such material. You (and not us or any of our affiliated entities or any of our or their respective licensors or suppliers) assume the entire cost of all necessary servicing, repair or correction to restore your system.
  • No advice or information, whether oral or written, obtained by You from us or through or from the Website shall create any warranty not expressly stated in these Terms.
  • You will comply with all applicable laws and regulations in your use of the Website.  You will not post, upload, download, transmit, distribute or otherwise make available via the Website any content or information that you do not have the right to make available under applicable law or contractual restrictions, or if such content or information is unlawful, abusive, harmful, tortious, defamatory, libelous, obscene, invasive of another’s privacy or otherwise objectionable (in the reasonable opinion of Kinetic).  

7. Limitations of Liability and Release

In no event will Kinetic be liable to you for any direct, indirect, consequential, exemplary, incidental or punitive damages, including lost profits, arising out of or in connection with your use of or access to (or inability to use or access) the Website.  Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to You.  You will indemnify and hold Kinetic harmless from and against any claims brought against Kinetic as a result of any misrepresentation or breach by You of any of the provisions of these Terms.

California, USA, residents expressly agree to waive California Civil Code Sec. 1542, which states: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release, and that if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

8. Governing Law and Forum

These Terms shall be governed by and construed and enforced in accordance with the laws of the State of Delaware without regard to its principles of conflicts of laws. In the event of any dispute, claim, or controversy arising out of or relating to these Terms (collectively, a “Dispute”) that has not been resolved by the parties, either party may submit such Dispute to binding arbitration in New York, New York, at the offices of the American Arbitration Association and pursuant to its Commercial Arbitration Rules then in effect (and currently available at www.adr.org), or at such other location as the parties may agree.  The parties agree that, except as otherwise provided in these Terms of Use, binding arbitration shall be the sole means of resolving any Dispute.  All costs related to the arbitration proceeding will be borne by the unsuccessful party and shall be awarded as part of the arbitrators’ decision, unless the arbitrators shall otherwise allocate such costs in such decision.

9. Questions and Notice

For information, support or questions or to provide notice pursuant to these Terms, please contact us at: ir@kineticpartners.com.