These Terms of Use constitute a legally binding agreement between EMP Management LLC and its affiliates (together, “Eagle,” “our,” “us” or “we”) and you, the user of https://www.eaglemerchantpartners.com, including any subdomain thereof (the “Site”). By accessing the Site you acknowledge that you have read and agree to these Terms of Use. These Terms of Use govern your use of the Site. Please read these Terms of Use carefully. If you do not agree with any of the terms and conditions contained herein, please do not access the Site.
Eagle reserves the right to amend these Terms of Use in its sole discretion. Eagle will post any changes to these Terms of Use on the Site, and changes are effective immediately upon posting. Your continued access or use of the Site following any such changes constitutes your acceptance of, and agreement to be bound by, such new terms and conditions. If you object to any of the changes to these Terms of Use, please stop accessing the Site. You should check this page each time you visit the Site and review any changes to these Terms of Use carefully so you are aware of any changes, as they are binding on you.
The Site is offered and available to users who are 18 years of age or older. By using the Site, you represent and warrant that you are of legal age to form a binding contract with Eagle. If you do not meet all of these requirements, you must not access or use the Site. By accessing this Site, you consent to transact business with us online and electronically.
The information presented on or through the Site is made available solely for informational purposes in relation to Eagle and its current and potential investments and other business ventures. Eagle does not warrant the accuracy, completeness, or usefulness of any information on the Site. Any reliance you place on such information is strictly at your own risk. Eagle disclaims all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Site, or by anyone who may be informed of any of its contents.
The Site is not intended to provide legal, business, tax, accounting, investment, or other advice. You agree not to construe any of the Content (as defined below) provided in connection with the Site as legal, business, tax, accounting, investment, financial or other advice. You agree that the Content provided in connection with the Site does not, and shall not be deemed to, constitute an offer to sell, or a solicitation to any person to buy, any security or other investment. You understand that none of the Content constitutes a recommendation that you or any other person purchase, sell or hold any security, company, investment product or other investment, or that you should pursue any investment strategy, and the Content is not to be relied upon for the purpose of making investment or other decisions. In addition, you understand and agree that all Content provided in connection with the Site is published without consideration of your individual circumstances, financial, or otherwise. Accordingly, you agree that you are solely responsible for any investment decisions or other determinations made, including the evaluation of any investment or other risks, with respect to any of the Content provided in connection with the Site. You agree to consult your own professional advisors as to any legal, business, tax, accounting, investment, financial or other advice regarding any Content provided in connection with the Site.
Eagle does not solicit or make its services available to the public. The Content provided on or through the Site may include information regarding past and/or present investments managed by Eagle and/or its personnel. It should not be assumed that investments made in the future will be comparable in quality or performance to the investments described herein. Further, references to past and present investments should not be construed as a recommendation of any particular investment or security. Information relating to any current or prior investments have been included for illustrative purposes only and have been selected in order to provide examples of the types of investments managed by Eagle. Current and previous investments listed on the Site are not to be considered a complete list of all investments historically managed by Eagle. The investments listed should not be assumed to have been profitable. Any past performance information on the Site is not necessarily indicative, or a guarantee, of future results.
Certain information contained on the Site constitutes “forward-looking statements.” All forward-looking statements represent only the intent and belief of Eagle as of the date such statements were made. Eagle does not (i) assume any responsibility for the accuracy and completeness of any forward-looking statements or (ii) undertake any obligation to disseminate any updates or revisions to any forward-looking statement contained on the Site to reflect any change in our expectation with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Due to various risks and uncertainties, actual events or results may differ materially from those reflected or contemplated in such forward-looking statements.None of Eagle or its affiliates are currently registered as an investment adviser under the Investment Advisers Act. However, Eagle expects that Eagle and/or one or more of its affiliates will register as an investment adviser under the Investment Advisers Act if and when required to do so under applicable law.
ESG goals and future initiatives described on the Site are aspirational and not guarantees or promises that all or any of such initiatives will be met. There can be no assurance that any of the ESG goals and future initiatives described on the Site will be available in the future, or will be completed as expected or at all. There is no guarantee that Eagle will successfully implement and make investments in companies that create positive ESG impact while enhancing long-term shareholder value and achieving financial returns. To the extent that Eagle engages with portfolio companies on ESG-related practices and potential enhancements thereto, such engagements may not achieve the desired financial and social results, or the market or society may not view any such changes as desirable. Successful engagement efforts on the part of Eagle will depend on Eagle’s skill in properly identifying and analyzing material ESG and other factors and their impact-related value, and there can be no assurance that the strategy or techniques employed will be successful.
The United Nations Sustainable Development Goals (SDGs) are aspirational in nature. The analysis involved in determining whether and how certain initiatives may contribute to the SDGs is inherently subjective and dependent on a number of factors. There can be no assurance that reasonable parties will agree on a decision as to whether certain projects or investments contribute to a particular SDG. Accordingly, investors should not place undue reliance on Eagle’s application of the SDGs, as such application is subject to change at any time and in Eagle’s sole discretion.
In addition to these Terms of Use, your access to and use of the Site is also subject to our Website Privacy Policy (the “Privacy Policy”), which is incorporated by reference herein. The Privacy Policy contains additional terms relating to our potential collection, use and disclosure of your personal information. By accessing or using the Site, you agree that you have read, understand and agree to the Privacy Policy.
If you choose, or are provided with, a user name, password or any other piece of information as part of Eagle’s security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Site or portions of it using your user name, password or other security information. You agree to notify Eagle immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. Eagle has the right to disable any user, whether chosen by you or provided by us, at any time in Eagle’s sole discretion for any or no reason, including if, in Eagle’s opinion, such user has violated any provision of these Terms of Use.
You agree that you are responsible for your own conduct while using the Site and for any consequences thereof. You agree to use the Site only for purposes that are legal, proper and in accordance with these Terms of Use and any applicable law, rules or regulations. Any suspected fraudulent, abusive, or illegal activity may be referred to appropriate law enforcement authorities. You agree to use the Site only for purposes that are legal, proper and in accordance with these Terms and any applicable laws, rules or regulations. By way of example, and not as limitation, you agree that you may not:
The trade names, trademarks, service marks, trade dress, logos and other indicia of source (collectively, “Marks”) found on the Site and any and all information and content available through the Site (including strategies, policies, business plans, research, concepts, and other information (collectively, the “Content”)) are proprietary to Eagle or its licensors and are protected by intellectual property rights and unfair competition and other laws. You may not use any Mark or Content without the express written permission of the owner (whether Eagle or otherwise), and nothing contained in these Terms of Use or anywhere on the Site shall be construed as granting any license or right to use any Mark or Content.
From time to time, Eagle may provide links from the Site to websites operated by third parties. Eagle’s decision to do so is in no way an endorsement of these sites. Eagle does not monitor, edit or control such third-party sites and is not responsible in any way for the suitability of their content or for the quality of the products or services offered therein. Your choice to follow links to such websites is at your sole risk. When you click on a link to another website, you will be leaving the Site. If you have any questions regarding a linked site, please direct them to the administrator of the relevant site. Eagle reserves the right to terminate any link at any time.
THE SITE AND CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND, TO THE MAXIMUM EXTENT NOT PROHIBITED UNDER APPLICABLE LAW, ARE PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY EAGLE, EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SITE, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. EAGLE FURTHER DOES NOT REPRESENT OR WARRANT THAT THE SITE OR CONTENT WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE OR ERROR-FREE. YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SITE REMAINS WITH YOU TO THE MAXIMUM EXTENT NOT PROHIBITED UNDER APPLICABLE LAW.
EAGLE DOES NOT ASSUME ANY LIABILITY OR RESPONSIBILITY FOR THE SITE OR THE CONTENT. TO THE FULLEST EXTENT NOT PROHIBITED BY APPLICABLE LAW, EAGLE IS NOT LIABLE TO YOU OR ANYONE ELSE FOR ANY CLAIM OF ANY NATURE WHATSOEVER BASED ON (1) THE SITE OR THE CONTENT, INCLUDING ANY DECISION MADE OR ACTION TAKEN IN RELIANCE ON THE CONTENT OR ANY FEATURE OF THE SITE OR (2) YOUR BREACH OF ANY PROVISION OF THESE TERMS OF USE.
UNDER NO CIRCUMSTANCES WILL EAGLE BE LIABLE FOR ANY DAMAGES OR LOSSES (INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, LOST REVENUES, LOST PROFITS, LOSS OF BUSINESS, LOSS OF DATA OR ANY OTHER DAMAGES OR LOSSES) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE OR YOUR USE OF ANY SERVICE OR CONTENT, REGARDLESS OF THE THEORY OF LIABILITY, WHETHER TORT (INCLUDING NEGLIGENCE OF ANY KIND), CONTRACT OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF THE DAMAGES OR IF THE DAMAGES COULD HAVE BEEN FORESEEN. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
To the maximum extent not prohibited by applicable law, you agree that you will be solely responsible for, and that you will defend, indemnify and hold Eagle, its parents, subsidiaries and other affiliates and each of their respective officers, directors, agents, employees and representatives harmless from and against any and all claims, demands, liabilities, costs or expenses, including reasonable attorneys’ fees, resulting from your violation of these Terms of Use or otherwise resulting from your use of the Site. Eagle reserves the right, at its own expense, to assume the exclusive defense and control of any matter for which it is entitled to indemnification, but you must still indemnify Eagle for all liabilities, losses, or damages. You agree to provide Eagle with whatever cooperation it reasonably requests.
YOU AGREE THAT ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
You may not assign or otherwise transfer these Terms of Use or your rights or obligations under it without Eagle’s prior written consent, and any attempted assignment or other transfer in violation of this provision shall be void ab initio. Eagle may assign these Terms of Use or any rights under these Terms of Use without your consent and without notice to you. Nothing in these Terms of Use may be used to construe you and Eagle as joint venturers, co-employers, partners, or agents of each other, and neither you nor Eagle has the power to obligate or bind the other in any way whatsoever. Should any term or other provision hereof be deemed invalid, void, illegal or unenforceable in any jurisdiction, either in its entirety or in a particular application, the remainder of these Terms of Use shall nonetheless remain in full force and effect. Upon such determination that any term or other provision is invalid, void, illegal or unenforceable, such term or other provision will be enforced to the maximum extent permitted by applicable law in such jurisdiction. The failure of Eagle at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same unless the same is waived in writing. These Terms of Use shall be governed by and construed in accordance with the laws of the State of Delaware without giving effect to any choice or conflict of law provisions or rules (whether of Delaware or any other jurisdiction) that would cause the applications of the laws of any jurisdiction other than those of Delaware. Any legal proceeding, controversy, claim, action or dispute arising out of, relating to or based upon these Terms of Use against or relating to Eagle or any indemnified party under these Terms of Use shall be instituted in the federal courts of the United States of America or the courts of the State of Georgia, and you irrevocably submit to the exclusive jurisdiction of such courts for the purpose of any such proceeding or dispute. Service of process, summons, notice or other document by mail to your address shall be effective service of process for any proceeding brought in any such court. Additionally, you irrevocably and unconditionally waive any objection to the laying of venue of any proceeding in such courts and you irrevocably waive and agree not to plead or claim in any such court that any such proceeding brought in any such court has been brought in an inconvenient forum. The terms and conditions set forth in these Terms of Use and any agreements included or referred to in these Terms of Use constitute the final, complete and exclusive agreement with respect to the Site and may not be contradicted, explained or supplemented by evidence of any prior agreement, any contemporaneous oral agreement or any consistent additional terms.
Headings and captions throughout these Terms of Use are for convenience only and should not be considered part of these Terms of Use. The word “including” means “including without limitation.”
If you have any questions or concerns about these Terms of Use or any issues raised in these Terms of Use or on the Site, please contact us at [email protected].