Disclosures

Disclosures

Welcome to the Internet sites of Mainsail Partners (“FIRM”). Please read our Terms and Conditions of Website Use (“Terms and Conditions”) carefully before using our website. These Terms and Conditions set forth the legally binding terms and conditions that govern your access to and use of this website (the “Site”) and its contents (collectively, the “Content”). By using the Site, you accept these Terms and Conditions and our Privacy Policy. If you do not agree to these Terms and Conditions for any reason, please do not use this Site.

These Terms and Conditions may be updated by us at any time. Your continued use of the Site after any such modifications shall constitute your acceptance of these Terms and Conditions as modified.

Permitted Uses of Our Site and Content

All Content on our Site is the intellectual property of Mainsail Partners or other parties, and is protected by copyright and other intellectual property law. We have listed below the permitted uses of our Content by Internet Site visitors. We reserve the right to change our permitted uses at any time.

You may copy and print individual pages of our Site. However, you may not extract, copy or download a large portion of the Content, such as by a bot, webcrawler, scraper, spider or other device that “harvests” portions of the Site. Any copies of our Site pages must not remove any copyright, trademark or other proprietary notices or other legends. You may not alter or modify the Content in your copies.

You may use and print minimal copies of our Content solely for your personal, non-commercial purposes. Unless you receive our permission in advance, you may not make more than minimal copies of our Content, exploit any of our Content commercially, forward it as a mass distribution, or post it on another Site.

Submissions
We welcome any questions, comments or other content you choose to submit to us through the Site (including through e-mail links). To avoid any misunderstandings, please be advised that we have the right to (and to allow others to) use, copy and distribute any questions, comments or other content you submit to us, without compensating or notifying you.

While we make reasonable efforts to ensure that the Site is secure, we do not guarantee the security of the Site.  Electronic communications can be intercepted by third parties and, accordingly, transmissions to and from this Site may not be secure. Communications to Mainsail Partners, particularly those containing confidential information, may be sent by mail to the intended recipient at the appropriate office address contained on this Site.

Prohibited Uses of Our Site and Content

Mainsail Partners has the right (but not the obligation) to monitor this Site for any unauthorized or objectionable conduct and to take all appropriate actions in response, without notice to you.

You may not link to this Site or display this Site as “framed” within another website. You may not (and may not encourage others to) violate any law, regulation, rule or the intellectual property, privacy or publicity, or contractual rights of others, or attempt to violate the security of this Site or use or gain access to the identities, information or computers of others, through this Site. You may not: send through this Site any materials or communications that are unlawful or defamatory, indecent, harassing, or otherwise objectionable in our sole discretion; transmit any virus, worm, time bomb or similar system interference or corruptant through this Site; or use this Site to engage in any other unauthorized or unwelcome online conduct.

We reserve the right to change or supplement our policies as to prohibited uses at any time.

You agree to indemnify and hold harmless Mainsail Partners and its affiliates and their employees, agents and representatives from any and all liabilities, damages, losses, claims, expenses and fees resulting from your violation of our website policies.

No Offer or Advice

The Content is provided for informational purposes only and does not constitute an offer to sell or buy any securities and may not be used or relied upon in connection with any offer or sale of securities. An offer or solicitation will be made only through a final private placement memorandum, subscription agreement and other related documents with respect to a particular investment opportunity and will be subject to the terms and conditions contained in such documents, including the qualifications necessary to become an investor.

Mainsail Partners is not utilizing the Site to provide investment or other advice, and nothing on the Site is to be deemed a recommendation that you buy, sell or hold any security or other investment or that you pursue any investment style or strategy. If you would like investment, accounting, tax or legal advice, you should consult with your own advisors with respect to your individual circumstances and needs.

Portfolio Companies

The information regarding specific portfolio companies is presented to illustrate examples of the types of investments that Mainsail Partners may have made or recommended as of a particular date. It may not be representative of any current or future investments, and the performance of these investments is not necessarily indicative of the performance of all investments made or recommended by Mainsail Partners. It should not be assumed that such investments were or will be profitable or that any portfolio company investments made in the future will equal the performance of the companies identified herein. No guarantee of investment performance is being provided and no inference to the contrary should be made. Past performance is not indicative of future results.

Trademarks

Mainsail Partners, Mainsail, Sailboat and certain other marks displayed on this Site are trademarks and service marks of Mainsail Partners. You may not use any of Mainsail Partners trademarks, trade names or service marks in any manner that creates the impression that such names and marks belong to or are associated with you or your affiliates or are used with Mainsail Partners’ consent. All other trademarks or service marks on the Site that are not owned by Mainsail Partners are the property of their respective owners.

Links to Other Websites

This Site may contain links to, or may be linked from, other websites that are not maintained by us. Mainsail Partners does not endorse, have any responsibility for, or make any representations about, any other websites, including their products and services, content, communications and website use policies. Mainsail Partners expressly disclaims any responsibility for your access to or use of such other websites.

Limitations of Liability

You acknowledge and accept that: (1) notwithstanding the reasonable efforts by Mainsail Partners to avoid technological problems, the Site may not be available, may not function properly or may have or cause technological problems (including, without limitation, computer malfunction, failure of performance, delays, interruptions, defects, errors, worms or viruses) from time to time; and (2) notwithstanding any reasonable security precautions that Mainsail Partners or its designee may take, Mainsail Partners or its designee can not, and does not, guarantee that the Site will be free of security problems (including, without limitation, unauthorized interception of data or communications).

Information on the Site speaks only as of the date indicated. While we make reasonable efforts to provide accurate information, at times we may not promptly update or correct the Site even if we are aware that it is inaccurate, outdated or otherwise inappropriate.

Mainsail Partners will not be liable for any damages or injury, including but not limited to special or consequential damages, that result from the use of (or the inability to use) this Site and its contents, or a website linked to this Site, including any damages or injury caused by any failure of performance, error, omission, interruption, defect, delay in operation, computer virus, line failure, or other computer malfunction, or from any action that you take or decision you make in reliance on any information contained in the Site.

Notwithstanding the foregoing, nothing contained in preceding paragraphs or elsewhere in these Terms and Conditions shall constitute a waiver by you of any of your legal rights under applicable U.S. federal securities laws or any other laws whose applicability is not permitted to be contractually waived.

Disclaimer

THIS SITE IS PROVIDED BY MAINSAIL PARTNERS ON AN “AS IS” AND “AS AVAILABLE” BASIS. Mainsail Partners does not make and hereby disclaims any express or implied warranties, representations, or endorsements whatsoever, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, or warranties of title or non-infringement, as to the operation of this Site or the information included on this Site. [FIRM] DOES NOT WARRANT THAT THE INFORMATION IN THIS SITE IS ACCURATE, RELIABLE OR CORRECT, THAT THIS SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, OR THAT THIS SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

International Use

Mainsail Partners makes no claims that this site is appropriate or lawful for use or access outside the United States. Access to this Site from countries or territories where such access is illegal is prohibited. If you access this Site from outside the United States, you do so at your own risk. You are solely responsible for complying with all local laws, rules and regulations regarding online conduct and website access. Furthermore, our databases are located in the United States. By sending us your data, you consent to its transfer to and storage within the United States.

Governing Law / Forum

These Terms and Conditions are governed by Delaware law. If we have a dispute regarding this policy or your use of our Site, you agree that it shall be resolved solely in the state or federal courts located in or near Delaware.

Confidentiality

The information contained in the password-protected portion of the website (the “LP Website”) is confidential and is subject to the confidentiality provisions contained in the governing agreements of the relevant entities to which you are a party. As a limited partner of one or more of the Mainsail Partners funds, or a representative of such a limited partner, you are subject to those confidentiality provisions. By use of the LP Website you agree that the information relating to Mainsail Partners funds in which you are not a limited partner is subject to the same confidentiality restrictions that apply to you as a limited partner in any of the Mainsail Partners funds. The information contained in the LP Website may not be reproduced or redistributed in any manner.

The information contained in the LP Website may include material non-public information regarding the Mainsail Partners funds and their underlying portfolio companies. It is a violation of U.S. securities laws for a person in possession of material non-public information concerning an issuer to purchase or sell securities of such issuer or to communicate such information to another person under circumstances in which it is reasonably foreseeable that such person is likely to purchase or sell securities.

Password Use, Security and Notification

If you have received a password to access the LP Website, you acknowledge and agree that we have granted you limited access to specific files pertaining to Mainsail Partners funds (“Approved Information”), and you agree not to attempt to access computer files other than the Approved Information. You agree that you are responsible for all activities that occur in connection with or arising out of use of your password. Accordingly, you agree to take all reasonable steps to protect the confidentiality of your password and not to allow any other person to use your password or gain access to the LP Website. You agree to notify Mainsail Partners immediately if you become aware of any disclosure, loss, theft or unauthorized use of your password.

If you have not received a password to access the LP Website, you agree not to attempt to access computer files in the LP Website.

Termination

Mainsail Partners may terminate your access to this Site for any reason, without prior notice.