By accessing or using this Viking Global Investors LP (“Viking”) website (the “Site”), you hereby accept and agree to comply with the terms and conditions set forth in this User Agreement. This User Agreement is a binding agreement between you and Viking, and governs your access and use of the Site, which includes any text, graphics, user interfaces, visual interfaces, information, data, documents, tools, products, services and other content (together, “Content”) and the design, structure, selection, coordination, expression and arrangement of the Content on or through the Site. You may contact Viking by e-mail ([email protected]) with questions about the terms and conditions of this User Agreement.
1. Viking grants you a limited right to use the Site.
- Your right to use the Site is subject to your agreement to abide by this User Agreement in its entirety, as well as any other rules, procedures, policies, terms or conditions that govern all or any portion of the Site.
- At any time and for any reason Viking may revoke your right to use all or any portion of the Site.
- You may not violate or attempt to violate the security of the Site.
2. The Site is owned by Viking, its affiliates and/or third parties.
- The Site is protected by one or more copyrights, patents, database rights, trademarks, servicemarks and/or other intellectual property and proprietary rights that are owned by Viking, its affiliates and/or third parties.
- You may not decompose, decompile, reverse engineer, disassemble or otherwise deconstruct all or any portion of the Site.
- You may not publish, broadcast, retransmit, reproduce, repackage, frame, commercially exploit, create any derivative of or otherwise redistribute all or any portion of the Site except as explicitly permitted in this User Agreement.
- You may print copies of any accessible portion of the Site only for your own personal use. You may discuss information that you learn from the Site with your financial, legal or tax advisors, and others with whom you share investment decisions.
- You may not remove any copyright, trademark or other proprietary notice or legend contained on (or printed from) the Site.
3. You make certain representations and warranties regarding your use of the Site.
- You represent and warrant that:
- you have full authority and all rights necessary to enter into and fully perform all of your obligations pursuant to this User Agreement;
- you have not and you will not enter into any agreement or perform any act which might contravene the purposes and/or effects of this User Agreement; and
- you will not delete any Content.
- The Content may contain information, including fund terms, relating to funds in which you are not currently invested. By accessing the Site, you acknowledge that you have requested for the Content to be made available to you and this request does not arise from any Viking marketing.
4. All Content is for informational purposes only.
- Nothing on the Site is an offer or solicitation to buy or sell any security.
- Although the Site may include investment-related information, nothing on the Site is a recommendation that you purchase, sell or hold any security or other investment, or that you pursue any investment style or strategy.
- Viking does not give any advice or make any representations through the Site as to whether any security or investment is suitable to you or will be profitable.
- Nothing on the Site is intended to be, and you should not consider anything on the Site to be, investment, accounting, tax or legal advice.
- If you would like investment, accounting, tax or legal advice, you should consult with your own financial advisors, accountants or attorneys regarding your individual circumstances and needs.
- THE PAST PERFORMANCE OF ANY INVESTMENT, INVESTMENT STRATEGY OR INVESTMENT STYLE IS NOT INDICATIVE OF FUTURE PERFORMANCE
5. There are various risks you assume in relying on the Content.
- Dated Content speaks only as of the date indicated.
- Viking makes reasonable efforts to provide accurate Content, but at times Viking may not promptly update or correct the Site even if it is aware that it is inaccurate, outdated or otherwise inappropriate.
- Viking may change all or any portion of the Site at any time without notice to you.
- Viking does not endorse the opinions of, or warrant the accuracy of facts or other Content contributed by, any third party.
- You agree that Viking is not liable for any action you take or decision you make in reliance on any Content.
6. You must keep all Content and your password confidential.
- You agree to exercise at least the same degree of care with respect to the confidentiality of the Content as you would exercise in respect of your own confidential information.
- You agree that you shall only use the Content for the purpose of evaluating a prospective or current investment in one or more Viking funds by you or any individuals and/or entities to which you provide investment management services.
- You agree that you may disclose Content, subject to the terms hereof, only to your affiliates and your and their respective employees, officers, partners, members, consultants, directors, advisors and agents (such recipients of Content, collectively, your “Representatives”) who are subject to obligations of confidentiality. You shall be responsible for any unauthorized disclosure of Content by you or your Representatives. You shall not, without Viking’s prior written consent, disclose Content to any persons other than your Representatives, including, for the avoidance of doubt, any unaffiliated individuals and/or entities to whom you provide investment management services, except to the extent you are required by a legal, governmental or regulatory authority.
- In the event of any conflict between the terms hereof and any separate confidentiality agreement entered into between you and Viking before, on or after the date hereof, the terms of the separate confidentiality agreement shall prevail with respect to the subject matter and time period thereof.
- You are solely responsible for the confidentiality and security of your password. You accept full responsibility for any use of your password. You must notify Viking immediately of any actual or suspected loss, theft or unauthorized use of your password.
- Viking is not obligated to inquire as to the authority or propriety of any use of or action taken under your password. Viking will not be responsible for any loss to you that arises from such use or action or from your failure to comply with these provisions.
7. Viking is not liable for any technological problems and any impact that they may have.
- All or any portion of the Site may not be available and may not function properly at any time.
- Viking makes reasonable efforts to avoid technological problems, but at any time the Site may have and may cause technological problems such as viruses and other damaging computer programming routines or engines.
- Viking takes reasonable security precautions when using the Internet, telephone or other means to transport data or other communications, but Viking disclaims liability for any interception of data or communications.
- Viking makes reasonable efforts to ensure that the Site is secure but it does not guarantee the security of the Site.
- Viking is not liable for any damage or injury caused by the performance or failure of performance of all or any portion of the Site.
- Viking is not liable for any defects, delays or errors in or resulting from your use of the Site.
8. Viking is not responsible for information on any third party website that is referred in, or accessible or connected by hyperlink to, the Site.
- If you access any third party website through the Site or otherwise, you do so at your own risk.
- Hyperlinks to or from the Site do not constitute third party endorsement of, sponsorship by or affiliation with Viking.
9. Viking has the right but not the obligation to monitor and record activity on the Site and respond as it deems appropriate.
- Viking may monitor and record activity on the Site for any reason or for no reason.
- Viking may investigate any complaint or reported violation of its policies.
- Viking may report any activity that it suspects may violate any law or regulation to regulators, law enforcement officials or other persons or entities that it deems appropriate.
- Viking may issue warnings, suspend or terminate use of the Site, deny access to all or part of the Site or take any other action that it deems appropriate.
10. Viking will abide by its privacy notice.
- Personal nonpublic information that Viking gathers from you will be governed by its Privacy Notice
11. VIKING DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SITE THAT THE LAW ALLOWS IT TO DISCLAIM.
- THE SITE IS PROVIDED “AS IS” AND “AS AVAILABLE.”
- VIKING DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND WITH RESPECT TO THE SITE INCLUDING WARRANTIES OF
- FITNESS FOR A PARTICULAR PURPOSE AND
- NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND PROPRIETARY RIGHTS.
- WITHOUT LIMITING VIKING’S GENERAL DISCLAIMER, VIKING DOES NOT WARRANT THE AVAILABILITY, ACCURACY, COMPLETENESS, TIMELINESS, FUNCTIONALITY, RELIABILITY, SEQUENCING OR SPEED OF DELIVERY OF THE SITE OR ANY PART OF THE CONTENT.
- VIKING’S LIABILITY WITH RESPECT TO THE SITE IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
- IN NO EVENT WILL VIKING OR ANY OF ITS AFFILIATES, AGENTS OR EMPLOYEES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED ARISING OUT OF THIS USER AGREEMENT, THE SITE, OR THE INABILITY TO USE THE SITE.
- VIKING’S LIABILITY IS LIMITED EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF THE DAMAGES THAT YOU SUFFER OR IF ANY REMEDY YOU HAVE FAILS OF ITS ESSENTIAL PURPOSE.
- UNDER ALL CIRCUMSTANCES, THE MAXIMUM LIABILITY OF VIKING, ITS AGENTS AND EMPLOYEES TO ANY USER OF THE SITE WITH RESPECT TO THE SITE IS $100
- THIS DISCLAIMER OF LIABILITY APPLIES TO ANY AND ALL DAMAGES OR INJURY, INCLUDING THOSE 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.
12. You will be responsible for any liability to Viking that arises out of your breach of this User Agreement or your use of the Site.
- Except to the extent prohibited by law (or not permitted without legislative approval), you agree to indemnify and hold harmless Viking and its affiliates, agents, employees and third party sources from and against any and all suits, losses, claims, demands, liabilities, damages, costs and expenses (including reasonable attorneys’ fees) that arise from or relate to:
- Your use of the Site,
- Your breach of this User Agreement or any representation, warranty or covenant made by you in this User Agreement,
- Your violation of any applicable law, statute, ordinance, regulation or of any third party’s rights, or
- Claims asserted by third parties which, if proven, would place you in breach of representations, warranties, covenants or other provisions contained in this User Agreement.
13. You will be bound by revised versions of this User Agreement that Viking posts on the Site.
- Your use of the Site indicates your full acceptance of this User Agreement in its then-current form, including any modifications thereto, each time you use the Site.
14. Connecticut law governs this User Agreement.
- This User Agreement shall be governed by and construed in accordance with the laws of the State of Connecticut, without regard for the conflict of laws principles thereof. Except to the extent prohibited by law (or not permitted without legislative approval), each party hereby consents to the jurisdiction of both the state and federal courts of Connecticut. Each party waives, to the fullest extent permitted by applicable law, any right it may have to a trial by jury in respect of any suit, action or proceeding relating to this User Agreement.
15. You are bound by certain other general conditions.
- Viking may assign this User Agreement in whole or in part at any time without your consent. You may not assign this User Agreement or delegate any of your obligations under this User Agreement. Any purported assignment of this User Agreement in violation of its terms is void
- If any provision of this User Agreement is found invalid or unenforceable, that provision shall be enforced to the maximum extent possible and the remaining provisions of this User Agreement shall remain in full force and effect.
- This User Agreement constitutes the entire understanding, and supersedes all other understandings, between you and Viking concerning the subject matter hereof.
16. ELECTRONIC SIGNATURE.
- THE ABOVE DISCLOSURES SHOULD BE CAREFULLY READ, UNDERSTOOD AND ACCEPTED BY YOU BEFORE YOU ACCEPT THE TERMS OF THIS USER AGREEMENT.
- ACCESSING OR USING THE SITE IS THE EQUIVALENT OF YOU MANUALLY SIGNING THIS USER AGREEMENT AND, BY DOING SO, YOU LEGALLY BIND YOURSELF TO THE TERMS AND CONDITIONS CONTAINED HEREIN.