Welcome to the Pennybacker Capital web site located at http://www.pennybackercap.com. This User Agreement (this “Agreement”) sets forth the terms under which you may use the Website (this “Site”). The terms “you” and “your,” as used in this Agreement, refer to all individuals and entities accessing this Site for any reason. The term “Pennybacker Capital” as used in this Agreement, refers to Pennybacker Capital, N3 Opportunity Fund I, LP, PBC Network Crossing, LP, PBTX Rowlett. LP, Pennybacker II, LP, their affiliates and any subsequent funds formed by the sponsors of the foregoing. BY ACCESSING THIS SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, AGREE TO BE BOUND BY AND UNDERSTAND THIS AGREEMENT, AND THAT YOU WILL COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS, INCLUDING UNITED STATES COPYRIGHT AND TRADEMARK LAWS. If you have any questions about your obligations under this Agreement, email firstname.lastname@example.org.
1. Limited License and Site Use. Subject to the terms of this Agreement, Pennybacker Capital grants you a limited, revocable, nonexclusive, nontransferable license to view, store, bookmark, download, and print the pages within this Site that you are authorized to access for your personal, informational, and noncommercial use. This Site may only be used by registered users for lawful purposes. Except as otherwise stated in this Agreement, you may not: (a) Modify, copy, distribute, transmit, post, display, perform, reproduce, publish, broadcast, license, create derivative works from, transfer, sell, or exploit any reports, data, information, content, or other materials on, generated by or obtained from this Site (collectively, “Materials”); (b) Use any automated means to access the Site or collect any information from the Site, including without limitation robots, spiders or scripts (this means, among other activities, that you agree not to engage in the practices of “screen scraping,” “database scraping,” or any other activity with the purpose of obtaining information from this Site); (c) Frame the Site, place pop-up windows over its pages, or otherwise affect the display of its pages; (d) Engage in any conduct that could damage, disable, or overburden (i) this Site, or (ii) any systems, networks, servers, or accounts related to this Site, including without limitation, using devices or software that provide repeated automated access to this Site; (e) Probe, scan, or test the vulnerability of any Materials, services, systems, networks, servers, or accounts related to this Site or attempt to gain unauthorized access to Materials, systems, networks, servers, or accounts connected or associated with this Site through hacking, password or data mining, or any other means of circumventing any access-limiting, user authentication or security device of any Materials, systems, networks, servers, or accounts related to this Site.
2. Passwords. Certain parts of this Site are protected by passwords and require a login. You agree not to disclose or share your password with any third party or use your password for any unauthorized purpose. You are responsible for maintaining the confidentiality of your information and password. You shall be responsible for all uses of your registration, whether or not authorized by you. You agree to immediately notify Pennybacker Capital of any unauthorized use of your registration or password.
3. Indemnity. You agree to indemnify and hold Pennybacker Capital and its subsidiaries, affiliates, officers, agents, partners, and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Site, your connection to the Site, your violation of this Agreement, or your violation of any rights of another.
4. Confidentiality and Intellectual Property. You acknowledge and agree that the information contained on, and made available through this Site is subject to your confidentiality agreement with Pennybacker Capital, and that you will protect and maintain the confidentiality of this information according to your agreement with Pennybacker Capital. Additionally, you relinquish all ownership rights in any ideas or suggestions that you submit to Pennybacker Capital through this Site. You acknowledge that Pennybacker Capital has full rights to use and implement any such ideas and suggestions. All Materials on this Site, whether separate or compiled, including but not limited to text, graphics, logos, buttons, images, downloads, files, and code, as well as all copyright, patent, trademark, trade dress, and other rights therein, are owned or licensed by Pennybacker Capital, and are protected by United States and international intellectual property laws.
5. Termination. Upon any breach by you of this Agreement, Pennybacker Capital may pursue, in its sole discretion, all of its legal remedies, including but not limited to termination of your registration and your ability to access this Site. Pennybacker Capital may also in its sole discretion and at any time discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site may be effected without prior notice, and you acknowledge and agree that Pennybacker Capital may immediately deactivate or delete your account and all related information and material in your account and/or bar any further access to such information or to the Site. Further, you agree that Pennybacker Capital is not liable to you or any third-party for any termination of your access to the Site.
6. Links. Pennybacker Capital may provide, or third parties may provide, links to other World Wide Web sites or resources that are beyond Pennybacker Capital’s control. Pennybacker Capital makes no representations as to the quality, suitability, functionality or legality of any sites to which links may be provided, and you hereby waive any claim you might have against Pennybacker Capital, with respect to such sites. PENNYBACKER CAPITAL IS NOT RESPONSIBLE FOR THE CONTENT ON THE INTERNET OR WORLD WIDE WEB PAGES THAT ARE CONTAINED OUTSIDE THE SITE. If you decide to access linked third party Web sites, you do so at your own risk.
7. No Warranty. PENNYBACKER CAPITAL DOES NOT WARRANT THAT THE SITE WILL OPERATEERROR-FREE OR THAT THE SITE OR ITS SERVER ARE FREE OF COMPUTER VIRUSES OR OTHER HARMFUL MECHANISMS. THE SITE AND THE INFORMATION AND MATERIAL HEREIN ARE PROVIDED “AS IS,” AND PENNYBACKER CAPITAL EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND (EXPRESS, IMPLIED OR STATUTORY), INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Without limiting the foregoing, Pennybacker Capital does not promise or warrant to you that any aspect of the Site will work properly or will be available continuously. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights, which vary from state to state.
8. Limit on Liability. IN NO EVENT SHALL PENNYBACKER CAPITAL BE LIABLE FOR ANY LOST PROFITS OR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH THE SITE OR THIS AGREEMENT. FURTHER, IN NO EVENT SHALL PENNYBACKER CAPITAL BE LIABLE TO YOU IN AN AMOUNT GREATER THAN $100. Some states do not allow the foregoing limitations of liability, so they may not apply to you.
9. Governing Law and Arbitration. This Agreement is governed in all respects by the laws of the State of Delaware. Any controversy or claim arising out of or relating to this Agreement or the Site will be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in the State of Delaware, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. The award of the arbitrator shall be final and binding upon the parties without appeal or review, except as permitted by Delaware law. Notwithstanding the foregoing, either party may seek any interim or preliminary relief from a court of competent jurisdiction in the State of Delaware as necessary to protect the party’s rights or property pending the completion of arbitration. By using this Site, you consent and submit to the exclusive jurisdiction and venue of the state and federal courts located in Delaware.
10. Entire Agreement. This Agreement constitutes the entire agreement, and supersedes the provisions of any other agreements or understandings (oral or written), between the parties with respect to your use of this Site.
11. Modifications to Terms of Agreement. Pennybacker Capital reserves the right to revise, amend or modify the terms of this Agreement at any time and in any manner at its sole discretion. Please check these terms periodically for changes. Notice of any revision, amendment or modification of the terms will be posted in this section of the Site, and any such revisions, amendment, or modifications will be effective upon the posting of such notice. Continued use of the Site by you constitutes your binding acceptance of such revisions, amendments, and modifications. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, PLEASE DO NOT ACCESS OR USE THE SITE.
12. General. You shall comply with all laws and regulations applicable to your access and use of the Site. If any portion of this Agreement is deemed unenforceable, that portion shall be enforced to the maximum extent possible and the remaining portions of the Agreement shall be given full effect. Pennybacker Capital’s failure to act in a particular circumstance does not waive the ability to act with respect to that circumstance or similar circumstances. Pennybacker Capital shall be excused for any failure to perform to the extent that its performance is prevented by any reason outside of its control. No agency, partnership, joint venture, employment or franchise relationship is intended or created by this Agreement. Pennybacker Capital may change, remove, or require registration or payment to continue use of any aspect of the Site at any time without further notice to you.