)
Terms of Use
These Terms of Use constitute a legally binding agreement between LightBay Management LLC and its affiliates (together, “LightBay,” “our,” “us,” “we” or “company”) and you, the user of https://www.lightbay.com/ (the “Website”). By accessing the Website, you acknowledge that you have read and agree to these Terms of Use. These Terms of Use govern your use of the Website. Please read these Terms of Use carefully. If you do not agree with any of the terms and conditions contained herein, please do not access the Website.
LightBay reserves the right to amend these Terms of Use in its sole discretion. LightBay will post any changes to these Terms of Use on the Website, and changes are effective immediately upon posting. Your continued use of the Website after any such changes constitutes your acceptance of the new terms and conditions. You should consult the “Terms of Use” bar on the Website each time you visit the Website.
The Website is offered and available to users who are 18 years of age or older. By using the Website, you represent and warrant that you are of legal age to form a binding contract with LightBay. If you do not meet all of these requirements, you must not access or use the Website.
Purpose of the Website; Not Investment Advice; No Recommendations
The information presented on or through the Website is made available solely for informational purposes in relation to LightBay and its financing capabilities for prospective portfolio companies. LightBay does not warrant the accuracy, completeness or usefulness of any information on the Website. Any reliance you place on such information is strictly at your own risk. LightBay disclaims all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.
The Website is not intended to provide legal, business, tax, accounting, investment or other advice. You agree not to construe any of the Content (as defined below) provided in connection with the Website as legal, business, tax, accounting, investment, financial or other advice. You agree that the Content provided in connection with the Website does not, and shall not be deemed to, constitute an offer to sell, or a solicitation to any person to buy, any security or similar investment. You understand that none of the Content constitutes a recommendation that you or any other person purchase, sell or hold any security, company, investment product or similar investment, or that you should pursue any investment strategy, and the Content is not to be relied upon for the purpose of making investment or other decisions. In addition, you understand and agree that all Content provided in connection with the Website is published without consideration of your individual circumstances, financial or otherwise. Accordingly, you agree that you are solely responsible for any investment decisions or other determinations made, including the evaluation of any investment or other risks, with respect to any of the Content provided in connection with the Website. You agree to consult your own professional advisors as to any legal, business, tax, accounting, investment, financial or other advice regarding any Content provided in connection with the Website.
Regulatory Disclosures
LightBay does not solicit or make its services available to the public. The Content provided on or through the Website may include information regarding past and/or present portfolio companies or investments managed by LightBay, its affiliates and/or its personnel. It should not be assumed that investments made in the future will be comparable in quality or performance to the investments described herein. Further, references to past and present portfolio companies should not be construed as a recommendation of any particular investment or security. Current and previous portfolio companies listed on the Website are not to be considered a complete list of all investments historically made by LightBay. The portfolio companies listed should not be assumed to have been profitable. Any past performance information on the Website is not necessarily indicative, or a guarantee, of future results.
Certain information contained on the Website constitutes “forward-looking statements.” All forward-looking statements represent only the intent and belief of LightBay as of the date such statements were made. None of LightBay or any of its affiliates (i) assumes any responsibility for the accuracy and completeness of any forward-looking statements or (ii) undertakes any obligation to disseminate any updates or revisions to any forward-looking statement contained on the Website to reflect any change in their expectation with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Due to various risks and uncertainties, actual events or results may differ materially from those reflected or contemplated in such forward-looking statements.
LightBay is registered with the U.S. Securities and Exchange Commission as an investment adviser, which does not imply a certain level or skill or training.
Privacy Policies
In addition to these Terms of Use, your use of and access to the Website is also subject to our Website Privacy Policy (the “Privacy Policy”) and our California Website Privacy Policy (the “California Privacy Policy”), which are incorporated by reference herein, as applicable. Our Privacy Policy and our California Privacy Policy contain additional terms relating to our potential collection, use and disclosure of your personal information, as applicable. You agree that you have read, agreed to and understand our Privacy Policy and our California Privacy Policy, as applicable.
User Accounts
If you choose, or are provided with, a user name, password or any other piece of information as part of LightBay’s security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Website or portions of it using your user name, password or other security information. You agree to notify LightBay immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
LightBay has the right to disable any user at any time in LightBay’s sole discretion for any or no reason, including if, in LightBay’s opinion, such user has violated any provision of these Terms of Use.
Ownership
The trade names, trademarks, service marks, trade dress, logos and other indicia of source (collectively, “Marks”) found on the Website and any and all information and content available through the Website (including strategies, policies, business plans, research, concepts and other information (collectively, the “Content”)) are proprietary to LightBay or its licensors and are protected by intellectual property rights and unfair competition and other laws. You may not use any Mark or Content without the express written permission of the owner (whether LightBay or otherwise), and nothing contained in these Terms of Use or anywhere on the Website shall be construed as granting any license or right to use any Mark or Content.
Third-Party Links
From time to time, LightBay may provide links from the Website to websites operated by third parties. LightBay’s decision to do so is in no way an endorsement of these sites. LightBay does not monitor, edit or control such third-party sites and is not responsible in any way for the suitability of their content or for the quality of the products or services offered therein. Your choice to follow links to such websites is at your sole risk. When you click on a link to another website you will be leaving the Website. If you have any questions regarding a linked site, please direct them to the administrator of the relevant site. LightBay reserves the right to terminate any link at any time.
Disclaimer of Warranties
THE SITE AND CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND, TO THE MAXIMUM EXTENT PERMITTED UNDER LAW, ARE PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY LIGHTBAY, EITHER EXPRESS, IMPLIED OR STATUTORY, WITH RESPECT TO THE SITE, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE OR TRADE USAGE. LIGHTBAY FURTHER DOES NOT REPRESENT OR WARRANT THAT THE SITE OR CONTENT WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE OR ERROR-FREE. YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SITE REMAINS WITH YOU TO THE MAXIMUM EXTENT PERMITTED UNDER LAW.
Limitation of Liability
LIGHTBAY DOES NOT ASSUME ANY LIABILITY OR RESPONSIBILITY FOR THE SITE OR THE CONTENT. TO THE FULLEST EXTENT PERMITTED BY LAW, LIGHTBAY IS NOT LIABLE TO YOU OR ANYONE ELSE FOR ANY CLAIM OF ANY NATURE WHATSOEVER BASED ON (1) THE SITE OR THE CONTENT, INCLUDING ANY DECISION MADE OR ACTION TAKEN IN RELIANCE ON THE CONTENT OR ANY FEATURE OF THE SITE, OR (2) YOUR BREACH OF ANY PROVISION OF THESE TERMS OF USE.
UNDER NO CIRCUMSTANCES WILL LIGHTBAY BE LIABLE FOR ANY DAMAGES OR LOSSES (INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES, LOST REVENUES, LOST PROFITS, LOSS OF BUSINESS, LOSS OF DATA OR ANY OTHER DAMAGES OR LOSSES) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE OR YOUR USE OF ANY SERVICE OR CONTENT, REGARDLESS OF THE THEORY OF LIABILITY, WHETHER TORT (INCLUDING NEGLIGENCE OF ANY KIND), CONTRACT OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF THE DAMAGES OR IF THE DAMAGES COULD HAVE BEEN FORESEEN.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Indemnity
You agree that you will be solely responsible for, and that you will defend, indemnify and hold LightBay, its parents, subsidiaries and other affiliates and each of their respective officers, directors, agents, employees and representatives harmless from and against any and all claims, demands, liabilities, costs or expenses, including reasonable attorneys’ fees, resulting from your violation of these Terms of Use or otherwise resulting from your use of the Website. LightBay reserves the right, at its own expense, to assume the exclusive defense and control of any matter for which it is entitled to indemnification, but you must still indemnify LightBay for all liabilities, losses or damages. You agree to provide LightBay with whatever cooperation it reasonably requests.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED, UNLESS OTHERWISE REQUIRED BY LAW.
Miscellaneous
You may not assign or otherwise transfer these Terms of Use or your rights or obligations under it without LightBay’s prior written consent, and any attempted assignment or other transfer in violation of this provision shall be null and void. LightBay may assign these Terms of Use or any rights under these Terms of Use without your consent and without notice. Nothing in these Terms of Use may be used to construe you and LightBay as joint venturers, co-employers, partners or agents of each other, and neither you nor LightBay has the power to obligate or bind the other in any way whatsoever. Should any term or provision hereof be deemed invalid, void or unenforceable either in its entirety or in a particular application, the remainder of these Terms of Use shall nonetheless remain in full force and effect. The failure of LightBay at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same unless the same is waived in writing. These Terms of Use shall be governed by and construed in accordance with the laws of the State of Delaware without regard to its conflict of law rules. Any legal proceeding arising out of or relating to these Terms of Use against or relating to LightBay or any indemnified party under these Terms of Use will be subject to the exclusive jurisdiction of any state or federal court sitting in Los Angeles, California and you irrevocably consent to the jurisdiction of such courts. The terms and conditions set forth in these Terms of Use and any agreements included or referred to in these Terms of Use constitute the final, complete and exclusive agreement with respect to the Website and may not be contradicted, explained or supplemented by evidence of any prior agreement, any contemporaneous oral agreement or any consistent additional terms.
Headings and captions throughout these Terms of Use are for convenience only and should not be considered part of these Terms of Use. The word “including” means “including without limitation.”
If you have any questions or concerns about these Terms of Use or any issues raised in these Terms of Use or on the Website, please contact the Chief Compliance Officer of LightBay at compliance@lightbay.com.