Terms and Conditions of Use
Welcome to the website (the “Site”) of Scimitar Oryx Partners and its affiliates (“Scimitar,” “we,” “our,” or “us”). Corporate operations within the United States are conducted by Scimitar Oryx Partners LLC (a Delaware limited liability company). By accessing or using the Site, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions of Use (“Terms”). If you do not agree to these Terms, you must not access or use the Site.
These Terms govern your use of the Site and all content, functionality, services, information, materials, and features made available through the Site, including without limitation all text, graphics, images, software, audio, video, downloads, data, tools, designs, and other materials (collectively, the “Content”). These Terms, and any disputes arising out of or related to this Site, shall be governed by, and enforced in accordance with, the internal laws of the State of Delaware.
We reserve the right to modify or update these Terms at any time in our sole discretion. Changes become effective immediately upon posting to the Site. Your continued use of the Site following the posting of revised Terms constitutes your acceptance of those changes.
Eligibility and Permitted Use
You may use the Site only in compliance with these Terms and all applicable laws and regulations. Scimitar grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Site solely for lawful informational and non-commercial purposes.
We may suspend, restrict, or terminate your access to the Site at any time, with or without notice, for any reason, including if we believe you have violated these Terms.
Prohibited Conduct
You agree not to:
- Use the Site in violation of any applicable law or regulation;
- Attempt to gain unauthorized access to any portion of the Site, servers, systems, or networks;
- Interfere with or disrupt the operation or security of the Site;
- Introduce viruses, malware, or other harmful code;
- Use bots, crawlers, scrapers, spiders, or automated means to access or monitor the Site without our prior written consent;
- Reverse engineer, decompile, or disassemble any software or technology used in connection with the Site;
- Impersonate another person or entity or misrepresent your affiliation with any person or entity;
- Use the Site for fraudulent or unlawful purposes;
- Copy, reproduce, distribute, modify, publish, transmit, display, or create derivative works from any Content without prior written authorization from Scimitar.
Unauthorized use of the Site may result in civil liability and/or criminal prosecution under applicable law, including the Computer Fraud and Abuse Act (18 U.S.C. § 1030).
Intellectual Property Rights
The Site and all Content are owned by or licensed to Scimitar and are protected under United States and international intellectual property laws, including copyright, trademark, and trade secret laws.
Scimitar™, Scimitar Oryx Partners™, and related names, logos, and marks are trademarks or service marks of Scimitar. Nothing contained on the Site grants any license or right to use any trademark, logo, or service mark without our prior written permission.
Except as expressly permitted in writing, no Content from the Site may be copied, reproduced, republished, uploaded, posted, transmitted, distributed, or exploited in any way.
Any feedback, comments, suggestions, or materials submitted to Scimitar through the Site shall be deemed non-confidential and may be used by Scimitar for any lawful purpose without compensation or attribution.
Privacy and Cookies
Your use of the Site is also subject to our Privacy Policy, which is incorporated into these Terms by reference.
The Site may use cookies and similar tracking technologies to collect certain information regarding Site usage and functionality. You may modify your browser settings to decline cookies; however, certain features of the Site may not function properly if cookies are disabled.
No Offer; No Investment Advice
The Content provided on the Site is for informational purposes only and does not constitute:
- an offer to sell or a solicitation of an offer to buy any security, investment product, or service;
- investment, legal, tax, accounting, or other professional advice; or
- a recommendation regarding any securities transaction or investment strategy.
Any offers or solicitations will be made only pursuant to formal offering documents and in accordance with applicable securities laws.
The Site is not directed to any person in any jurisdiction where the publication or availability of the Site would be prohibited by law or regulation. Users accessing the Site are responsible for compliance with applicable local laws.
Past performance is not indicative of future results. Investments involve risk, including possible loss of principal.
Certain information on the Site may contain forward-looking statements that are subject to risks and uncertainties. Actual results may differ materially from those expressed or implied in such statements. Scimitar undertakes no obligation to update any forward-looking statements.
Third-Party Links and Content
The Site may contain links to third-party websites or resources. Such links are provided solely for convenience and do not constitute endorsement by Scimitar.
Scimitar is not responsible for the availability, accuracy, content, policies, or practices of third-party websites or services. Your use of third-party websites is at your own risk and subject to the terms and policies of those third parties.
Disclaimer of Warranties
THE SITE AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY.
TO THE FULLEST EXTENT PERMITTED BY LAW, SCIMITAR DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ACCURACY, COMPLETENESS, AVAILABILITY, AND FREEDOM FROM VIRUSES OR OTHER HARMFUL COMPONENTS.
SCIMITAR DOES NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SCIMITAR AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, LICENSORS, AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SITE.
IN NO EVENT SHALL SCIMITAR’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITE EXCEED ONE HUNDRED U.S. DOLLARS (US $100).
SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Indemnification
As a condition of your use of the Site, you agree to defend, indemnify, and hold harmless Scimitar, its parent companies, affiliates, subsidiaries, and its and their respective managers, members, partners, officers, directors, employees, independent contractors, and agents (collectively, "Scimitar Associates") from and against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including, but not limited to, reasonable attorneys' fees and court costs), as incurred, arising out of or related to your use of the Site, your violation of these Terms and Conditions of Use, or your infringement of any intellectual property or other right of any person or entity.
Representations and Warranties
You represent and warrant that: (i) you possess the legal capacity, full corporate or individual authority, and all rights necessary to enter into and fully perform all of your obligations pursuant to these Terms and Conditions of Use; (ii) you have not entered, and will not enter, into any agreement or perform any act which might contravene, impair, or conflict with the purposes and/or effects of these Terms and Conditions of Use; and (iii) you will not delete, alter, modify, or tamper with any Content or metadata on the Site.
Effect on Other Agreements
Nothing contained in these Terms and Conditions of Use is intended to modify, amend, supersede, or survive any other separate, negotiated written agreement you may have with Scimitar (including, without limitation, any customer agreement, investment advisory agreement, operating agreement, or account agreement) (collectively, “Other Agreements”), if any, that may currently be in effect. In the event of any direct conflict or inconsistency between the provisions of these Terms and Conditions of Use and any such Other Agreement, the terms of the Other Agreement shall strictly govern and control. Certain pages or restricted portals within this Site may contain supplemental terms, conditions, additional disclosures, and disclaimers. In the event of a conflict, such supplemental provisions will govern exclusively for those specific sections, applications, or pages.
Governing Law and Venue
Headings used in these Terms and Conditions of Use are inserted for convenience of reference purposes only and in no way define, limit, construe, or describe the scope or extent of such section. These Terms and Conditions of Use, and all claims or causes of action (whether in contract, tort, or statute) that may be based upon, arise out of, or relate to these Terms and Conditions of Use, shall be governed by, and enforced in accordance with, the internal laws of the State of Delaware, without regard to its conflict of laws principles.
Subject to the Arbitration provision herein, any legal suit, action, or proceeding arising out of or relating to this Site or these Terms and Conditions of Use shall be instituted exclusively in the Court of Chancery of the State of Delaware (or, if the Court of Chancery lacks subject matter jurisdiction, any other state court located in New Castle County, Delaware, or the United States District Court for the District of Delaware). You hereby irrevocably submit to the exclusive jurisdiction of such courts and waive any objection based on improper venue or forum non conveniens.
If any provision of these Terms and Conditions of Use is held by a court or tribunal of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be severed or reformed only to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall continue in full force and effect. The failure of Scimitar to act with respect to a breach of these Terms and Conditions of Use by you or others does not constitute a waiver and shall not limit Scimitar’s rights or remedies with respect to such breach or any subsequent breaches.
Arbitration
By accessing or using the Site, you agree that Scimitar, at its sole and absolute discretion, may require you to submit any and all disputes, claims, or controversies arising out of or relating to the use of the Site, related services, or these Terms and Conditions of Use (including disputes concerning interpretation, violation, formation, nullity, invalidity, non-performance, or termination) to final and binding arbitration.
Such arbitration shall be administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules (or International Arbitration Rules, if applicable), and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The seat or place of arbitration shall be Wilmington, Delaware, unless otherwise agreed by Scimitar. Consistent with the Governing Law section above, the substantive law governing any such arbitration proceeding shall be the laws of the State of Delaware, without giving effect to any choice of law rules.
