All persons using the PPXOnline.com website (the "Site"), operated by PPX Member Services, LLC ("PPX"), expressly agree to the following Terms of Use ("Terms of Use Agreement") as a pre-condition to using the Site for any purpose whatsoever. 

 

PPX offers you ("User") access to a vast database of information collected by PPX ("Database") and a number of associated services (together the "Services"). The Services are governed by the License Agreement executed or assented between you (or the company you work for) and ppx and this Terms of Use agreement, as well as any other policies posted on the PPX web site located at www.ppxonline.com (the "Site"). If you have received a user name and password, you must abide by these Terms of Use, the Membership Agreement, and Legal Disclaimer. Failure to abide by these Terms of Use may result in the immediate suspension of rights and access to the PPX Services.

 

Your use of the Site and Services signifies your agreement to these Terms of Use set forth below. YOU ARE ENCOURAGED TO USE DISCRETION WHEN DISCLOSING PPX AS THE SOURCE OF ANY INFORMATION OBTAINED FROM YOUR USE OF THE DATABASE.

 

Agreement to Terms of Use
YOU AGREE TO READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS WEB SITE. YOUR CONTINUED ACCESS TO OR USE OF THE SITE OR USE OF THE INFORMATION CONTAINED ON THE SITE INDICATES YOUR ACKNOWLEDGMENT OF THESE TERMS OF USE AND YOUR ACCEPTANCE OF ALL THE PROVISIONS HEREOF.

Changes / Updates to Terms of Use
PPX reserves the right, at its sole discretion, to change, modify, add or remove any portion of these Terms and of Use and any other policy posted on the Site, in whole or in part, at any time. Notification of changes PPX's Terms of Use will be posted on the PPX Web Site. You are responsible for regularly reviewing the Terms of Use and all posted policies on the Site. By continuing to use the Site and Services after we have posted changes to these Terms of Use or any other posted policy, you agree to and accept such changes.

 

Privacy Practices
PPX may monitor your use of this Web Site. PPX's privacy practices and principles are set forth in our Privacy Policy. PPX does not and cannot review all materials uploaded to the PPX Database by users or transmitted via any PPX Service, and PPX is not responsible for any such materials uploaded or transmitted by users. However, PPX reserves the right at all times to disclose any information as necessary to satisfy any law, regulation or government request, or to edit, refuse to post or transmit or to remove any information or materials, in whole or in part, that in PPX's sole discretion are objectionable or in violation of these Terms of Use.

 

Use of Database Information
You may use information from the Database solely to facilitate your business operations. you are expressly prohibited from duplicating any portion of the database digitally or in print for your own use or use by others. For example, you cannot create a "local" copy of any portion of the Database even if you are licensed to access it at the Site. You are also expressly prohibited from violating the copyrights, or other intellectual property rights, of PPX and its information providers. You may not remove any copyright notice contained in any materials downloaded from the Database.

 

ANY VIOLATION OF THESE TERMS OF USE AND/OR ANY LICENSE AGREEMENT GOVERNING YOUR USE OF THE SITE MAY LEAD TO TERMINATION OF YOUR AND/OR YOUR COMPANY'S ACCESS TO THE SITE, LIQUIDATED DAMAGES AND/OR LEGAL ACTION.

 

UNLESS OTHERWISE AGREED TO IN WRITING, ALL USERS OF THE SITE AND SERVICES ARE EXPRESSLY PROHIBITED FROM REDISTRIBUTING INFORMATION OBTAINED FROM THE DATABASE. YOUR LICENSE TO USE INFORMATION OBTAINED FROM THE DATABASE IS SPECIFIC TO YOUR COMPANY AND THE INFORMATION MAY NOT BE USED FOR PURPOSES OUTSIDE OF YOUR COMPANY. For example, if you have licensed access to the Database through your company, you cannot use your access to the Database for the benefit of another company with which you have some affiliation. Also, you may not copy information from the Database and supply it to another company for their use, whether or not such activity is part of your services to your clients.

 

Ownership of Intellectual Property
PPX and its providers are the sole owners of the content, layout, functions, design, appearance, trademarks, service marks, copyrights, patents and other intellectual property comprising the Database and the Site ("Intellectual Property").The Database structure created and maintained by PPX, under which the information is stored and retrieved, is unique and highly valuable. You do not and will not acquire any ownership in the Database or any part thereof, including information voluntarily provided by you to PPX that is incorporated into the Database. Information from the Database that you print, save or incorporate into other materials, only as allowed by your license agreement, is licensed to you (not owned). To the fullest extent recognized by current and future law, you agree that the Intellectual Property is and will be a protectable asset of PPX and its providers.

Disclaimer
THE SITE, AND ANY INFORMATION INCLUDED ON THE SITE, AND SERVICES ARE PROVIDED "AS IS" WITHOUT ANY CONDITION OR WARRANTY WHATSOEVER, AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, RELIABILITY, COMPLETENESS AND EFFORT IS WITH THE USER. PPX AND ITS PROVIDERS MAKE NO WARRANTY THAT THE SITE OR SERVICES WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE. YOUR USE OF THE SITE IS AT YOUR OWN RISK, AND YOUR RELIANCE ON ANY INFORMATION OR DATA POSTED ON THE SITE IS AT YOUR OWN RISK. PPX AND ITS PROVIDERS EXPRESSLY DISCLAIM ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. PPX AND ITS PROVIDERS FURTHER EXPRESSLY DISCLAIM ALL WARRANTIES ARISING FROM USAGE OF TRADE AND COURSE OF DEALING. FURTHER, PPX AND ITS PROVIDERS DO NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR THAT THE SERVICES WILL OPERATE IN COMBINATION WITH OTHER SOFTWARE.

 

IN NO EVENT WILL PPX, AND, AS APPLICABLE, ITS PROVIDERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, PARTNERS, SUCCESSORS OR ASSIGNS, BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO THE SITE OR SERVICES, OR THE INTERRUPTION OF THE SITE OR SERVICES, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR ANTICIPATED PROFITS OR BUSINESS OR SALES INTERRUPTION, EVEN IF PPX, OR A REPRESENTATIVE THEREOF, HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT PPX'S MAXIMUM LIABILITY, UNDER ANY THEORY OF LIABILITY, INCLUDING CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, SHALL BE THE GREATER OF THE TOTAL AMOUNT OF FEES THAT YOU HAVE PAID TO US IN THE SIX MONTHS PRECEDING THE ACT GIVING RISE TO A CLAIM OR FIVE-HUNDRED DOLLARS ($500.00).

 

PPX IS NOT RESPONSIBLE FOR FAILED E-MAIL DELIVERIES DUE TO REJECTED ATTACHMENTS, FIREWALLS, E-MAIL BLOCKING SOFTWARE, OR OTHER PROTECTIVE MEASURES TAKEN BY THE INTENDED RECIPIENTS OF YOUR COMMUNICATIONS.

 

Your Representations and Warranties
You represent, warrant and covenant that you shall not upload, post or transmit to or distribute or otherwise publish through the PPX Services any materials which (i) restrict or inhibit any other user from using and enjoying the Site, (ii) are unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, offensive, harassing, pornographic, profane, sexually explicit or indecent, (iii) constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate law, (iv) violate, plagiarize or infringe the rights of third parties including, without limitation, copyright, trademark, patent, rights of privacy or publicity or any other proprietary right, (v) contain a virus, Trojan horse, worms, time bombs, robots or other harmful component intended to disrupt or interfere with the intended operation of the Site or any other site on the World Wide Web, or (vi) constitute or contain false or misleading indications of origin or statements of fact.

 

In addition you agree that you will not (a) attempt to gain unauthorized access to the Services or the PPX accounts of others, (b) use the Site or Services, or any part thereof, to harass or harm any other User or any other person in any way; (c) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; (d) interfere with or disrupt the Site or servers of networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site; (e) harvest, collect or store information about the users of this Site or the User Content posted by others on this Site or use such information for any purpose inconsistent with the purpose of the Site; disparage, defame, libel or make untrue, malicious, offensive statements about PPX or the Site, or use the Site or Services to violate any applicable, local, state, national or international law or regulation.

All emails whose primary purpose is to advertise or promote a commercial product or service should adhere to the terms detailed in this and the following two paragraphs:

You represent and warrant that you will provide an "opt-out" notice in any e-mail messages sent utilizing the Services and allow the recipient to contact you at a functioning return email address and decline the receipt of any further future messages. In addition, you represent and warrant that your e-mail messages utilizing the Services will include a valid subject line, clear and conspicuous notice that the message is a solicitation, and your legitimate physical address. All such e-mails will comply with generally accepted standards for commercial solicitations and all applicable international (including EU Directive 2002/58), federal (including the CAN-SPAM Act of 2003) and state laws and regulations. If an e-mail recipient notifies PPX that you have not removed that recipient's email from a distribution list, per the request of the recipient, it MAY LEAD TO TERMINATION OF YOUR AND/OR YOUR COMPANY'S ACCESS TO THE SITE, LIQUIDATED DAMAGES AND/OR LEGAL ACTION.

 

You represent and warrant that you will update your email distribution lists, on a periodic basis, but not less than once per month. This requirement is in no way limiting on your obligation to remove individuals immediately, or at the most within 10 business days, from your distribution lists if they have requested removal. You will target your mass communications as much as possible to those individuals and entities that you genuinely believe will have a professional interest in the subject of your communication, utilizing the search capabilities provided by Licensor.

 

If you are a user that sends e-mails to individuals in the European Union or the European Economic Area, you represent and warrant that you will comply with EU Directive 2002/58, as implemented by EU and EEA Member States, to the extent applicable. If required by applicable law, you agree not to send e-mails to European individuals unless you have an established business relationship (EBR) with such individuals or you have obtained their prior consent.

 

You represent and warrant that you will comply with FCC telemarketing rules, which place significant restrictions on Fax advertising by severely limiting the ability of companies to send faxes to existing customers. Businesses may send faxes containing advertisements only with the recipient's prior, written permission, which includes the recipient's signature and fax number. The recipient's statement must include a clear invitation to send advertising faxes. This ban on unsolicited fax advertising applies to faxes sent to any recipient, who could be a consumer or a business. A fax includes an "advertisement" if it includes "any material advertising the commercial availability or quality of any property, goods or services." The FCC clarifies that there is no "established business relationship" exception to the ban on unsolicited faxes. Accordingly, even faxes to a company's existing customers will require their prior, express permission if the fax includes advertising content. 

 

The materials on and accessible through the Site have been prepared for informational purposes only and do not constitute AN OFFERING OF SECURITIES IN ANY JURISDICTION. Nor do The materials on and accessible through the Site constitute financial, legal, tax, or accounting advice or advice on the suitability or profitability of any investments. The information provided by and accessed through the Site has been obtained from a variety of unaffiliated Issuers and other third parties. PPX does not verify the accuracy or completeness of such information, and neither assumes responsibility for nor guarantees the accuracy, completeness, or reliability of the information or other materials that may be accessed through the Site. The information contained in this site is for informational purposes only, and targeted solely to Investment Professionals representing financial institutions acting on behalf of clients other than themselves. Any securities referenced herein are sold only by the Prospectus, Confidential Private Offering Memorandum, or Offering Circular and or related supplement of the individual issuer. You should obtain relevant and specific professional advice before making any investment decision.

 

The Site and all related content and information is provided "as is" without warranty of any kind. PPX expressly disclaims all warranties and conditions with regard to the Site and any results to be obtained from use of the Site, including, without limitation, all express and implied warranties and conditions of merchantability or fitness for a particular purpose or use.

 

The information contained herein MAY NOT BE COPIED OR DISTRIBUTED. PPX ONLINE has not reviewed this information, and does not warranty it's accuracy, completeness, timeliness or compliance with relevant Federal and State securities regulations, merchantability, or fitness for any purpose. PPX Online is not responsible for any losses or damages arising from or related to any use of this information. Use of this site and information is subject to the Website TERMS OF USE, MEMBERSHIP AGREEMENT, AND LEGAL DISCLAIMER.

 

Links to other Sites
The Site contains links to third-party websites that may not be under the control of PPX. PPX makes no representations whatsoever about any other website to which you may have access through the Site.  When you access a third-party website through the Site, you do so at your own risk and PPX is not responsible for the accuracy or reliability of any information, data, opinions, advice, or statements made on these websites or for the quality of any products or services available on such sites.  The Site provides these links merely as a convenience and the inclusion of such links does not imply an endorsement or acceptance of responsibility for the content or use of such websites.

 

Investments in private equity are speculative and involve a high degree of risk.  Investors could lose all or a substantial amount of the investment.  You should carefully read a fund's offering materials and related information for specific risk and other important information regarding an investment in that fund before investing.  The Site does not list, and does not purport to list, the risk factors associated with an investment in any of the issuers listed on the Site.  Prior to making any investment decision  you should consult with a professional financial, legal, and tax advisor to assist in due diligence to determine the appropriateness of the risk associated with a particular investment.  In no event shall PPX be responsible or liable for any damage or lost opportunities resulting from use of the Site and the Site's related content and information.

 

By accessing the password-protected area of the Site, you agree not to solicit any clients to invest in any posted alternative investment vehicle (other than alternative investment vehicles in which your clients are already invested, have already been solicited for or are already actively considering an investment in) unless the potential investor client has been a client for more than thirty (30) days. In any event, you will not solicit new clients using any information found in the Site.

 

Additionally, by accessing the password-protected area of the Site, you agree to immediately contact PPX if there is any change in your status as a registered representative of your Broker Dealer or investment Advisor, under Regulation D promulgated under the Securities Act of 1933.  For individuals such changes may include, for example, job termination,a move to another state, any temporary or permanent FINRA Cease and Desist Order, any any temporary or permanent bar from working for your broker dealer or advisor. All registered users, including individuals and entities, should communicate with their legal advisors if they believe that their status as a Qualified Representative of a Broker Dealer, investment advisory issuer has changed.

 

By accessing the password-protected area of the Site, you also agree to keep current your account information at all times. You further agree that you will not use or attempt to make use of any of the information contained herein during such time as your account information is inaccurate due to any event, including but not limited to the temporary or permanent revocation of your registration with the broker dealer or investment advisor.

 

Nothing in this Site may be considered as an offer or a solicitation to purchase or sell securities or other services.  If any provision in this Disclaimer Agreement is held to be invalid or unenforceable, then the remaining provisions shall continue in full force and effect.

 

User License to PPX
By posting messages, uploading information, inputting data or engaging in any other form of communication (individually or collectively "Communications") to the Site, you hereby grant to PPX a license to store, transmit or display such materials, solely in connection with those functions or services requested by you.

 

Enforcement of Terms
THESE TERMS OF USE SHALL BE CONSTRUED TOGETHER WITH ANY LICENSING AGREEMENT YOU HAVE EXECUTED OR ASSENTED TO, OR THE COMPANY YOU WORK FOR HAS EXECUTED OR ASSENTED TO, WITH PPX. ADDITIONAL TERMS ARE COVERED IN THAT LICENSE AGREEMENT AND THESE TERMS OF USE ADD TO YOUR OBLIGATIONS UNDER THAT LICENSE.

PPX reserves the right to terminate, at any time, any registered user's account with and access to the Site, without giving notice or a reason for such termination to the user.