Thank you for visiting this website, which has been provided to you solely for informational purposes Orchard Investment Partners, LLC (“Orchard”, “we” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, these “Terms of Use”), are a contract between users (“you”) and Orchard and govern your access to and use of the website located at [https://orchard.partners], its content and any other webpages owned and/or operated by us that link back to, or otherwise display, these Terms of Use (whether as a guest or registered user), including any password-protected areas as well as the LinkedIn page maintained by Orchard (collectively, the “Website”).
Please read the Terms of Use carefully before you start to use the Website. By using the Website, you accept and unconditionally agree to be bound and abide by these Terms of Use and our Privacy Policy (included below), incorporated herein by reference. If you do not agree to abide by these Terms of Use, your sole and exclusive remedy is to discontinue using the Website. Your compliance with these Terms of Use and any Other Agreements (as defined below) is a condition to your right to access the Website. This document affects your legal rights, including limiting your damages if you sue us, so please read it carefully.
Nothing contained in these Terms of Use is intended to modify or amend any other written agreement you may have with us (including, without limitation, any subscription agreement) (the “Other Agreements”) if any, that may currently be in effect. In the event of any inconsistency between these Terms of Use and any Other Agreements, the Other Agreements will govern. To the extent these Terms of Use conflict with the terms and conditions of use relating to any password-protected area of the Website (“Other Terms of Use”), the more specific Other Terms of Use relating to such password-protected area shall control.
We may revise, update, suspend, remove, and/or otherwise change all or any portion of these Terms of Use at any time and from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Website thereafter. Your continued use of the Website following the posting of revised Terms of Use means that you accept and agree to the changes. For this reason, we encourage you to review the Terms of Use whenever you visit our Website so you are aware of any changes, as they are binding on you.
You acknowledge that the content of the Website is provided for informational purposes only and is intended to provide information regarding Orchard's capabilities. The Website is not intended to solicit investors for any security or investment product managed or sponsored by Orchard and may not be relied upon for such purpose. Nothing contained on the Website constitutes an offer to sell, a recommendation or a solicitation of an offer to purchase any investments or securities of any investment vehicle managed or sponsored by Orchard. Any such offer or solicitation will be made only pursuant to a final subscription agreement and other applicable offering documents relating to a particular investment vehicle, which will qualify in their entirety any information on the Website, and will be subject to the terms and conditions contained in such documents, including the qualifications necessary to become an investor. None of the information contained on the Website has been filed with the U.S. Securities and Exchange Commission, any securities administrator under any state securities laws or any other governmental or self-regulatory authority. No governmental authority has passed on the merits of the offering of interests in any security or investment product managed or sponsored by Orchard or the adequacy of the information contained on the Website. Any representation to the contrary is unlawful.
Orchard's provision of information to you through the Website, including information regarding Orchard's and/or its principals' current and historical portfolio investments, does not constitute the rendering of investment, consulting, legal, accounting, tax or other advice or services. You should not rely upon the information on the Website for making business, investment or other decisions or use such information as a substitute for consultation with professional advisors. Any discussions of securities and portfolio companies is intended to be illustrative and is not intended to be used as an indication of the current or future performance of any securities, investment vehicles or portfolio companies. Any transactions described on the Website as having been engaged in by us are included for illustrative purposes only and are not necessarily reflective of overall results of any of our businesses. No endorsement, guarantee or representation regarding the performance of any security, strategy, investment vehicle, portfolio company or investment is being made hereby, including regarding the suitability of any investment or investment strategy.
Past performance is not indicative or a guarantee of future results. You should not assume that any results for portfolio investments of Orchard or any of its affiliates will be achieved for other investments. To the extent the Website contains forward-looking statements with respect to Orchard's investments, you should be aware that future results may differ significantly from those anticipated by such forward-looking statements. Any investment involves significant risks, including loss of the entire investment.
Accessing certain areas or features of the Website may require you to register or may otherwise ask for your information. You may choose not to provide such information, but your ability to access certain areas or features of the Website may be limited. It is a condition of your use of the Website that all the information you provide on the Website is correct, current and complete. You agree that all information you provide to register with this Website or otherwise, including, but not limited to, through the use of any interactive features on the Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
When and if you use the Website, it shall be your sole responsibility to maintain the confidentiality of your e-mail address, password and any other account identifiers related to any personal account you create on the Website (the “Account”), and for restricting access to your Account. You also agree to accept sole responsibility for any and all activity that occurs under your Account. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security.
We have the right to disable any Account, user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion, with or without notice, for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.
Unless otherwise noted, the Website, and all material on the Website, including text, images, illustrations, designs, icons, photographs, video clips, services, programs and other materials, and the copyrights, trademarks, trade dress and/or other intellectual property in such materials (collectively, the “Contents”), are owned, controlled or licensed by Orchard.
The Website and the Contents are intended solely for personal, non-commercial use. You may download or copy the Contents and other downloadable materials displayed on the Website for your personal use only. No right, title or interest in any downloaded Content is transferred to you as a result of any such downloading or copying. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell or exploit in any way any of the Contents or the Website.
Orchard's name and all related names, logos, product and service names, designs and slogans are trademarks of Orchard or its licensors. You must not use such marks without the prior written permission of Orchard. All other names, logos, product and service names, designs and slogans on this Website are the trademarks of their respective owners.
You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not to:
If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
Any communication or content that you send to the Website is and will be deemed to be non-confidential as between you and us, and Orchard will be free to use, modify, reproduce and distribute it for any purpose without compensation to you.
The Website is operated and controlled by us in the United States, and the content provided in or accessible through the Website is, unless otherwise specified, directed at residents of the United States. Despite the global nature of the Internet, Orchard makes no claims that the Website is appropriate or may be viewed or used outside the United States. Access to the Website from countries or territories where such access is illegal is prohibited. Orchard makes no representations that the transactions, products or services discussed on or accessible through the Website are available or appropriate for sale or use in all jurisdictions or by all users. Those who access the Website from outside the United States do so on their own initiative and are responsible for compliance with local laws, rules and regulations.
The information and materials on the Website are provided for your convenience. You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Website for any reconstruction of any lost data.
YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER ORCHARD NOR ANY PERSON ASSOCIATED WITH ORCHARD MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER ORCHARD NOR ANYONE ASSOCIATED WITH ORCHARD REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
ORCHARD HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
IN NO EVENT SHALL WE OR OUR AFFILIATES BE LIABLE TO ANY PARTY FOR ANY CLAIMS, LIABILITIES, LOSSES, COSTS OR DAMAGES, INCLUDING BUT NOT LIMITED TO ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (“DAMAGES”) ARISING OUT OF OR IN CONNECTION WITH ANY ACCESS, USE (OR INABILITY TO USE) OR DISTRIBUTION OF THE WEBSITE, INCLUDING DAMAGES CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF OR USE OF ANY ASSET, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE OR UNDER ANY OTHER CAUSE OF ACTION, OR ANY CONTENT OBTAINED THROUGH USE OF THE WEBSITE. THIS IS TRUE EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
You agree to defend, indemnify and hold harmless Orchard, our affiliates, licensors and service providers, and any of our respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the Website, including, but not limited to, your user registration and submissions, any use of the Website's Content, services and products other than as expressly authorized in these Terms of Use or your use of any information obtained from the Website.
All matters relating to the Website and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule.
Any legal suit, action or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the State of Illinois and Cook County, although we retain the right to bring any suit, action or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts. Regardless of any statute or law to the contrary, you must commence any cause of action you may have with respect to your use of the Website within one (1) year after the claim or cause of action arises.