Effective as of September 3, 2013
PERSONAL AND NON-COMMERCIAL USE LIMITATION
All information in the Restricted Areas of the Site is confidential and private and you may not disclose or distribute such information to any other person for any purpose. Such information is made available solely for your personal use in connection with your current or potential investment activities.
Registering to access and/or accessing the Site and the information that it contains constitutes a request by you, at your initiative, to be provided with information about the funds referenced on this website (the “Funds”). Neither MIG Capital nor MIG RE, nor any of their affiliates, intends to actively market any Funds to investors in the European Union or the European Economic Area and, therefore, MIG Capital and MIG RE (and their affiliats) are outside the scope of the Alternative Investment Fund Managers Directive (Directive 2011/61/EU) (the “AIFMD”) and are not subject to the requirements of the AIFMD. If you are a prospective investor located in, or have your registered office in, the European Union or the European Economic Area, as a condition to your use of this Site, you represent that you acknowledge and understand that the information contained on this Site may not include information that MIG Capital or MIG RE would have been required to provide to you, or to otherwise make public, had either MIG Capital or MIG RE, respectively, been required to comply with the AIFMD, and MIG Capital or MIG RE, as applicable, may not provide to you such information or sales materials which would otherwise have been required by the AIFMD.
Any and all investors currently holding interests in investment vehicles managed by MIG Capital will be provided login credentials by MIG Capital to access the Restricted Areas of the Site. If you are a current investor and have not received such login credentials, please contact MIG Capital to obtain access to the Restricted Areas of the Site.
In addition to investors, certain Visitors may request access to the Restricted Areas of the Site by completing and submitting to MIG Capital a prospective user questionnaire. When you submit the questionnaire, you will be required to provide MIG Capital with the following information: your name, complete address information, e-mail address, telephone numbers and fax number.
In order to use the Restricted Area, a Registrant must: (a) provide certain current, complete, and accurate information about the Registrant on the questionnaire and otherwise; (b) maintain and update such Registrant information as required to keep information current, complete, and accurate; (c) provide all equipment, including a computer and modem, necessary to establish a connection to the Web; (d) provide for the Registrant’s own access to the Web; and (e) pay any telephone, data, hosting or other service fees associated with such access. MIG Capital reserves the right to decline to provide you with access, or to terminate your access, to any Restricted Areas if MIG Capital learns that you have provided it with false, misleading or inaccurate registration information on the questionnaire, and otherwise at any time and for any reason, in MIG Capital’s sole and absolute discretion.
REGISTRANT LOGIN CREDENTIALS
Access to and use of the Restricted Areas is through certain login credentials, which include a combination of your username and a password that MIG Capital provides to you as an investor, client and/or other Visitor of the Site following its review of your questionnaire and its approval of your access to the Restricted Areas, which approval may be granted or withheld by MIG Capital in its sole and absolute discretion.
You are responsible for maintaining the confidentiality of your username and passwords. You are entirely responsible for any and all activities which occur under your username and password whether or not authorized by you. Although MIG will not be liable for losses caused by any unauthorized use of Registrant’s account, Registrants may be liable for the losses of MIG or others due to such unauthorized use.
You may not allow others to use your username or password to access or use any part of the Site. If you know or believe that your username and/or password has been compromised for any reason, you should contact MIG Capital immediately to request new login credentials. If you provide your username and password to any third party, you will be solely responsible for any actions taken by such third party using your username and password.
NO SECURITIES OFFERING OR INVESTMENT ADVICE
The materials, content and information available on the Site are for information purposes only and do not constitute any investment advice or advertisement or an offer to sell or a solicitation of an offer to purchase any share/interest in any investment vehicles. Any such offerings of securities may only be made only by prospectus or private offering memoranda by persons who are registered, or not required to be registered as broker-dealers or agents in the particular jurisdiction, and in accordance with applicable law, including, without limitation, the Securities Act of 1933, as amended. The Site 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.
The information on the Site provided on a confidential basis. It is not intended as and does not constitute investment advice or legal or tax advice or an offer to sell any securities to any person or a solicitation of any person of any offer to purchase any securities. The information in the Site should not be construed as MIG’s endorsement, recommendation or sponsorship of any company or security. There are inherent risks in relying on, using or retrieving any information found on the Site, and MIG urges you to make sure that you understand these risks before relying on, using or retrieving any information on the Site. You should evaluate the information made available through the Site, and you should seek the advice of professionals, as appropriate, to evaluate any opinion, advice, product, service or other information. The material available on the Site has been prepared from original sources and data believed to be reliable. However no representations are made as to the accuracy or completeness thereof, and it is subject to change without notice. Any investment in any privately offered investment product involves a high degree of risk and is suitable only for sophisticated investors.
MIG Capital’s and MIG RE’s respective businesses are not designed or intended to replace any services provided by their respective clients’ other legal, tax and financial advisors. Clients of MIG Capital or MIG RE, any investors holding interests in investment vehicles managed by MIG Capital or MIG RE, or other Visitors or Registered Users of the Site must rely entirely on their own advisors as to legal, tax, financial or other matters relevant to the suitability of any investment.
You acknowledge that any of your requests for information are unsolicited and any information provided or made available by MIG shall neither constitute nor be construed as investment advice from MIG to you or to form an investment advisory relationship, or any other client relationship between you and MIG or any of its affiliates or employees. MIG strongly recommends that you seek outside advice from a qualified securities professional. MIG does not guarantee the suitability or potential value of any particular investment or information source. Clients of MIG Capital may from time to time be invested or otherwise hold an interest in companies or securities that may be discussed on the Site.
FORWARD LOOKING STATEMENTS
THE SITE MAY INCLUDE FORWARD LOOKING STATEMENTS THAT INVOLVE RISKS AND UNCERTAINTIES CONCERNING THE OPERATIONS, PROSPECTS, STRATEGIES, FINANCIAL CONDITION AND FUTURE ECONOMIC PERFORMANCE OF MIG CAPITAL’S AND MIG RE’S RESPECTIVE BUSINESSES, AND OF THE FUNDS AND/OR OTHER INVESTMENT VEHICLES MANAGED BY MIG CAPITAL OR MIG RE, RESPECTIVELY, AS WELL AS MIG CAPITAL’S OR MIG RE’S RESPECTIVE INTENTIONS, PLANS AND OBJECTIVES, THAT ARE BEYOND THE CONTROL OF MIG CAPITAL OR MIG RE, RESPECTIVELY. THESE STATEMENTS ARE BASED UPON A NUMBER OF ASSUMPTIONS AND ESTIMATES WHICH ARE SUBJECT TO SIGNIFICANT UNCERTAINTIES, MANY OF WHICH ARE BEYOND THE CONTROL OF MIG CAPITAL OR MIG RE. WHEN USED ON THE SITE, WORDS LIKE “ANTICIPATES,” “EXPECTS,” “BELIEVES,” “ESTIMATES,” “SEEKS,” “PLANS,” “INTENDS,” “WILL” AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS DESIGNED TO FALL WITHIN SECURITIES LAW SAFE HARBORS FOR FORWARD-LOOKING STATEMENTS. THE SITE AND THE INFORMATION CONTAINED HEREIN DO NOT CONSTITUTE AN OFFER OR SOLICITATION OF AN OFFER FOR SALE OF ANY SECURITIES. NONE OF THE INFORMATION CONTAINED HEREIN IS INTENDED TO BE, AND SHALL NOT BE DEEMED TO BE, INCORPORATED INTO ANY OF OUR SECURITIES OFFERING MATERIALS, SECURITIES FILINGS OR DOCUMENTS.
ANY PERFORMANCE DATA EXPRESSED ON THE SITE IS AN INDICATION OF PAST PERFORMANCE AND DOES NOT INDICATE OR GUARANTEE FUTURE RESULTS. THERE IS A POSSIBILITY OF LOSS ON ALL INVESTMENTS AND INVESTOR PRINCIPAL IS NOT GUARANTEED. THE PAST PERFORMANCE OF ANY INVESTMENT, INVESTMENT STRATEGY OR INVESTMENT STYLE IS NOT INDICATIVE OF FUTURE PERFORMANCE, WHICH MAY BE SIGNIFICANTLY AFFECTED BY CHANGES IN ECONOMIC AND OTHER CONDITIONS.
As a condition to your use of the Site, you represent and warrant to, and agree with, MIG that, all information, including, without limitation, any information provided on the prospective user questionnaire, that you provide to MIG shall be truthful, accurate and complete.
DISCLAIMERS AND LIMITATION OF LIABILITY
THE INFORMATION, SOFTWARE AND/OR SERVICES MADE AVAILABLE ON OR THROUGH THE USE OF THIS SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. DUE TO VARIOUS FACTORS, INCLUDING THE INHERENT POSSIBILITY OF HUMAN AND MECHANICAL ERROR, THE ACCURACY, COMPLETENESS, TIMELINESS AND CORRECT SEQUENCING OF SUCH INFORMATION, SOFTWARE AND SERVICES AND THE RESULTS OBTAINED FROM THEIR USE ARE NOT GUARANTEED BY MIG OR ANY PERSONS CREATING OR TRANSMITTING SUCH INFORMATION, SOFTWARE AND SERVICES.
THE USE OF THE SITE IS AT THE USER’S SOLE RISK. THE SITE IS PROVIDED ON AN “AS IS” “AS AVAILABLE” BASIS. MIG AND/OR ITS THIRD PARTY PROVIDERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE CONTENT AND OPERATION OF THE SITE AT ANY TIME WITHOUT NOTICE. THE SITE MAY BE TEMPORARILY UNAVAILABLE FROM TIME TO TIME DUE TO REQUIRED MAINTENANCE, TELECOMMUNICATIONS INTERRUPTIONS OR OTHER REASONS. MIG AND/OR ITS THIRD PARTY PROVIDERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES CONTAINED ON OR MADE AVAILABLE THROUGH THE USE OF THIS SITE FOR ANY PURPOSE OR AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR AS TO THE ACCURACY OR RELIABILITY OF ANY CONTENT OR ANY INFORMATION OBTAINED THROUGH THE SITE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS AND SERVICES ARE PROVIDED WITHOUT WARRANTY OF ANY KIND. MIG AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS AND SERVICES, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND AVAILABILITY. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
YOUR USE OF THE SITE IS AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA OR ANY OTHER DAMAGE OR LOSS THAT RESULTS FROM THE DOWNLOAD OF ANY CONTENT FROM THE SITE. IN NO EVENT SHALL MIG AND/OR ITS THIRD PARTY PROVIDERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR RELATING TO THE USE OF OR ACCESS TO THIS SITE OR WITH THE DELAY OR INABILITY TO USE THIS SITE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS OR SERVICES OBTAINED THROUGH THIS SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF MIG OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
OWNERSHIP OF CONTENT
MIG does not permit infringing copyright activities and other infringement of intellectual property rights on its site, and MIG will remove Content if properly notified that such Content infringes on another’s intellectual property rights. If you are a copyright owner or an agent thereof and believe that any Content made available on the Site infringes upon or otherwise conflicts with your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our copyright agent with the following information in writing (see 17 U.S.C. § 512(c)(3) for further detail): (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (c) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material; (d) information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and an electronic mail address; (e) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Please contact MIG’s designated Copyright Agent, Kurt Altergott (email@example.com) to send notifications of claimed infringement. For clarity, only DMCA notices should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to MIG’s customer service through the Contact area of the Site. You hereby acknowledge and agree that if you fail to comply with all of the requirements listed above, your DMCA notice may not be valid.
NO UNLAWFUL OR PROHIBITED USE
REFERENCES TO PUBLICATIONS AND OTHER COMPANIES
References to any publication or any other company on the Site are for reference and informational purposes only and are not intended to suggest that any of such companies endorse, recommend or approve of the services, analysis or recommendations of MIG or that MIG endorses, recommends or approves the services or products of such companies. News stories reflect only the author’s opinion and not necessarily that of MIG.
LINKS TO THIRD PARTY WEBSITES
The Site may contain hyperlinks to websites operated by parties other than MIG, which MIG may not have been screened or reviewed and which may contain inaccurate, inappropriate or offensive material, products or services. MIG does not control such websites, and MIG assumes no responsibility or liability regarding the accuracy, reliability, legality or decency of such third-party websites, content, products or services. Such hyperlinks are provided for your convenience only. MIG’s inclusion of hyperlinks to such websites does not imply any endorsement of the material on such websites or any association with their operators.
MODIFICATION AND MONITORING OF SITE
MIG has the right, but not the obligation, to monitor and record activity on the Site and respond as it deems appropriate. We may monitor and record activity on the Site for any reason or for no reason. MIG may investigate any complaint or reported violation of our policies. We may report any activity that we suspect may violate any law or regulation to regulators, law enforcement officials or other persons or entities that we deem appropriate.
TERMINATION AND CANCELLATION
MIG may modify or terminate the Site and terminate your access to the Site, without notice at any time and for any reason.
APPLICABLE LAW AND JURISDICTION
Unless otherwise specified, MIG controls and operates the Site from its offices within the United States of America.
MIG does not claim that materials in the Site are appropriate or available for use in locations other than those within the United States. If you choose to access the Site from other locations, you do so on your own initiative, and you are responsible for compliance with any applicable local laws.
Software from the Site and any data included on the Site is further subject to United States export controls. Software and data from the Site may not be downloaded or otherwise exported or reexported outside the United States. By downloading or using such software or data, you represent and warrant that you are not located in, under the control of, or a national or resident of any country or territory outside of the United States.
You agree to be bound by any agreement or consent you transmit to or through the Site via any media or electronic device, including internet, telephone and wireless devices
MIG Capital, LLC
660 Newport Center Drive, Suite 1300
Newport Beach, CA 92660