Terms Of Use

THIS TERMS OF USE AGREEMENT (“TERMS”) IS A BINDING AGREEMENT BETWEEN YOU AND APERTURE INVESTORS, LLC (together with its affiliates including Aperture Investors UK, Ltd. (FRN: 846073), “Aperture Investors”). BY USING OR ACCESSING THIS SITE AT WWW.APERTUREINVESTORS.COM (“SITE”), YOU AGREE TO BE BOUND BY THESE TERMS.

YOUR USE OF THIS SITE IS GOVERNED BY THE VERSION OF THE TERMS IN EFFECT ON THE DATE THE SITE IS ACCESSED BY YOU. APERTURE INVESTORS RESERVES THE RIGHT TO AMEND, MODIFY, ADD OR REMOVE PORTIONS OF THESE TERMS AT ANY TIME FOR ANY REASON. SUCH CHANGES SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING. YOU ARE RESPONSIBLE FOR PERIODICALLY REVIEWING THESE TERMS FOR UPDATES AND AMENDMENTS. YOU ACKNOWLEDGE THAT BY ACCESSING AND CONTINUING TO USE THIS SITE AFTER WE HAVE POSTED CHANGES TO THESE TERMS, YOU ARE AGREEING TO THESE TERMS, AS MODIFIED. IF YOU DO NOT AGREE TO ANY CHANGE TO THESE TERMS, YOU MUST DISCONTINUE USE OF THIS SITE.

These Terms are in addition to any other agreements between you and Aperture Investors, including any customer or account agreements, and any other agreements that govern your use of information, content, tools, products and services available on this site.

Aperture Investors, LLC, is an investment adviser registered with the U.S. Securities and Exchange Commission. Aperture Investors, LLC wholly owns Aperture Investors UK, Ltd (FRN: 846073) who is authorized and regulated by the Financial Conduct Authority.

No Offer or Advice

You acknowledge that the information provided on this Site (1) is provided for general, informational purposes only; (2) does not constitute an offer to sell, or a solicitation of an offer to buy, any securities, financial instruments, investments or other services; and (3) may not be used or relied upon in connection with any offer or sale of any such securities, financial instruments, investments or other services.

Aperture Investors is not utilizing the Site to provide investment or other advice or strategies, 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. The investments and strategies discussed hereon may not be suitable for all investors and are not obligations of or guaranteed by Aperture Investors. Nothing contained on the Site constitutes investment, accounting, tax or legal advice. If you would like such advice, you should consult with your own advisors with respect to your individual circumstances and needs. Decisions based on use of the Site are the sole responsibility of the user, and you agree that Aperture Investors is not liable for any action you take or decision you make in reliance thereon.

Aperture Investors provides investment advice and solicits investment advisory services only in those states and countries where it is registered or where it is exempt from such registration.

Past Performance

Any performance data or comments expressed on this Site are an indication of past performance. Investments described or referred to on the Site are included solely as examples and are for illustrative purposes only. There can be no assurance that such investments are or will be profitable (or that any Aperture Investors investments will have similar properties to any such investments made at other firms). Such investments are not representative of all Aperture Investors investments and are not to be considered a complete list of all investments made by Aperture Investors. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS, and no representation is being made that any investment or transaction will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided.

Forward-Looking Statements

The Site contains forward-looking statements, which reflect our current views with respect to, among other things, the operations and performance of our businesses. You can identify these forward-looking statements by the use of words such as “outlook,” “believe,” “expect,” “potential,” “continue,” “may,” “should,” “seek,” “approximately,” “predict,” “intend,” “will,” “plan,” “estimate,” “anticipate” or the negative version of these words or other comparable words. Forward-looking statements are subject to various risks and uncertainties, speak only as of the date on which they are made and are subject to change. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. Forward-looking statements are not guarantees of the underlying expected actions or future performance and future results may differ significantly from those anticipated by the forward-looking statements. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

Limited Grant of License

Aperture Investors grants you a limited, revocable, nonexclusive and nontransferable right to view, store, bookmark, download, copy and print pages from this Site for your personal and noncommercial use conditioned upon your continued compliance with these Terms. This is a grant of a license to use, not a transfer of title of, any content found on this Site. Aperture Investors reserves the right to change or modify this grant of license at any time.

Intellectual Property/Restrictions on Use

This Site may contain and/or make available for download material, such as software, text, graphics, images and other works of authorship (collectively referred to as the “Content”). The Content may be owned by us or may be provided through an arrangement we have with others. The Content is protected by copyright under both United States and foreign laws. Unauthorized use of the Content may violate copyright, trademark and other laws. You have no rights in or to the Content, and you will not use the Content except as permitted under these Terms. You may not modify, transmit, participate in the sale or transfer of, or create derivative works based on any Content, in whole or in part. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Content on any other website or in a networked computer environment for any purpose is expressly prohibited. Elements of the Site are protected by trade dress, trademark, unfair competition and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to, the use of framing or mirrors, except as otherwise expressly permitted by this section. None of the Content for this Site may be retransmitted without the express written consent from Aperture Investors for each and every instance. If you violate any part of these Terms, our permission for you to access and/or use the Content and the Site automatically terminates.

The trademarks, service marks and logos of Aperture Investors (the “Aperture Investors Trademarks”) used and displayed on this Site are registered and unregistered trademarks or service marks of Aperture Investors. Other product and service names located on the Site may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with the Aperture Investors Trademarks, the “Trademarks”). Nothing on this Site or in these Terms should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark displayed on this Site without the prior written permission of Aperture Investors specific for each such use. The Trademarks may not be used to disparage Aperture Investors or the applicable third-party, any of their products or services, or in any manner in which, in our reasonable judgment, may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by Aperture Investors in writing. All goodwill generated from the use of any Aperture Investors Trademark inures to our benefit.

If you link other websites to this Site, you may not imply or suggest that Aperture Investors has endorsed or is affiliated with such websites and you may not display this Site as “framed” within another website.

Except as otherwise stated in these Terms, or pursuant to express written authorization by Aperture Investors, you may not:

Modify, reproduce, distribute, post, publish, broadcast, license, sell, or export any information or content, in whole or in part, found on this Site;

Engage in any conduct that would interfere with another party’s use of the Site;

Use this Site in any manner that could damage or overburden any Aperture Investors equipment or software, use any means of systematic retrieval of data or other content from this Site, obtain, or attempt to obtain, access to any material or information on this Site that is protected by passwords, PIN or required login identification through any means not expressly authorized by Aperture Investors, or use the login information of another person, unless they specifically authorized you to do so;
Attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Site;
Delete or alter any material posted on the Site by Aperture or any other person or entity; or
Use this Site or the contents of this Site in any manner that would create an impression of affiliation, sponsorship, or endorsement by Aperture Investors.

Privacy Statement

Please review Aperture Investors’ Privacy Statement to learn about our information collection practices and the measures we take to preserve the privacy and security of your information.

Third Party Content

Aperture Investors cannot guarantee and is not responsible for the accuracy, timeliness, completeness, or suitability for use of any materials appearing on this Site that are provided by third parties. Aperture Investors is not responsible for and does not prepare, edit, or endorse the content, advertising, products, or other materials on or available from any site owned or operated by a third party that is linked to this Site via hyperlink. Aperture Investors does not review or monitor any such websites and is not responsible for the content of any such websites. By providing access to other sites, neither Aperture Investors nor any of its affiliates is recommending the purchase or sale of the stock issued by any company, nor are they endorsing services provided by any site’s sponsoring organization. You will use any such third-party content at your own risk.

You agree that Aperture Investors is not liable for any loss or damage that you may suffer by using third party Sites or any content, advertising, products, or other materials in connection therewith.

Warranty Disclaimers

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

YOUR USE OF THIS SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULL EXTENT PERMITTED UNDER APPLICABLE LAW, APERTURE INVESTORS AND ANY OF ITS AFFILIATES, SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, AND ANY THIRD PARTY INFORMATION PROVIDERS AND VENDORS EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE, AND ALL WARRANTIES REGARDING SECURITY, CURRENCY, CORRECTNESS, QUALITY, ACCURACY, COMPLETENESS, RELIABILITY, PERFORMANCE, TIMELINESS, OR CONTINUED AVAILABILITY, WITH RESPECT TO (I) THE SITE; (II) ANY MATERIALS, PRODUCTS, OR SERVICES AVAILABLE ON OR THROUGH THE SITE; (III) USE OF THE SITE, MATERIALS, PRODUCTS, OR SERVICES; AND (IV) THE RESULTS OF THE USE OF THE SITE, MATERIALS, PRODUCTS, OR SERVICES.

FURTHER, APERTURE INVESTORS AND ANY OF ITS AFFILIATES, SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, AND ANY THIRD PARTY INFORMATION PROVIDERS AND VENDORS EXPRESSLY DISCLAIM ALL WARRANTIES WITH RESPECT TO ANY DELAYS OR ERRORS IN THE TRANSMISSION OR DELIVERY OF ANY MATERIALS, PRODUCTS, OR SERVICES AVAILABLE THROUGH THIS SITE.

EXCEPT AS PROVIDED BY LAW, NEITHER APERTURE INVESTORS NOR ITS THIRD-PARTY INFORMATION PROVIDERS AND VENDORS HAS ANY RESPONSIBILITY TO MAINTAIN THE MATERIALS, PRODUCTS, OR SERVICES OFFERED ON THE SITE OR TO SUPPLY CORRECTIONS, UPDATES, OR RELEASES FOR THE SAME.

TO THE EXTENT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER RIGHTS, WHICH VARY FROM JURISDICTION TO JURISDICTION.

Indemnification

To the maximum extent permitted by law, you agree to indemnify, defend and hold harmless Aperture Investors, its members, licensors, officers, directors, employees, agents, trustees, subsidiaries, parent companies and affiliates (the “Indemnitees”) from and against all third party complaints, charges, claims, losses, expenses, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys’ fees) due to, arising out of, or relating in any way to: (1) your access to or use of the Site and (2) your breach of these Terms, in each case unless caused by such Indemnitee’s misrepresentation, gross negligence, willful misconduct or fraud.

Governing Law

Use of this Site shall be governed by and construed in accordance with the laws of the State of New York without giving effect to any principles of conflicts of laws, unless otherwise specified in the applicable Product Agreement. The Uniform Computer Information Transactions Act or any substantially similar law, if enacted, will not govern any aspect of these Terms of Use, your access to this Site.

If any claim or dispute under these Terms and Conditions is not subject to Arbitration, then exclusive jurisdiction and venue shall be with a court of competent jurisdiction in the Southern District of New York. You consent to the jurisdiction of such courts and agree to accept service of process issued by such courts.

Severability

Any waiver of any provision of these Terms of Use will be effective only if in writing and signed by an authorized representative of Aperture Investors. Any delay or omission by Aperture Investors to exercise any rights under these Terms of Use shall not be construed to waive any rights.

Waivers

Conflicts

In the event of a conflict between these Terms of Use and any separate agreement with Aperture Investors, the separate agreement shall control.

Jurisdictional Issues

This Site is operated and controlled by Aperture Investors in the United States. We make no claims, representations or warranties that the Site or the materials on the Site, are appropriate or available for use outside of the United States. Those who access the Site from outside the United States do so on their own initiative and are responsible for compliance with local laws, rules and regulations. The information on this Site is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation, or which would subject Aperture Investors or its affiliates to any registration requirement within such jurisdiction or country.

Termination

You acknowledge and agree that Aperture Investors may restrict, suspend or terminate these Terms of Use or your access to, and use, of the all or any part of the Site, including any links to third-party sites, at any time, with or without cause, including but not limited to any breach of the Terms of Use, in Aperture Investors’ absolute discretion and without prior notice or liability. The relevant version of the Terms of Use shall continue to apply to all prior use of the Site. The following paragraphs of this Terms of Use shall survive termination of your use or access to the Site: paragraphs concerning No Offer or Advice; Past Performance; Forward-Looking Statements, Intellectual Property/Restrictions on Use, Warranty Disclaimers, Indemnification, Governing Law, Waivers, Termination and any other provision that by its terms survives termination of your use of or access to the Site.