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TorQuest Partners Website Terms and Conditions

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR USE OF THIS WEBSITE AND YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS.

Welcome to https://​torquest​.com/. This website is operated by TorQuest Partners and our affiliated entities (TorQuest”, we”, us” or our”). This website” means the whole or any part of the web pages located at https://​torquest​.com/ and includes the layout of this website; individual elements of this website’s design; underlying code elements of the website; text, sounds, graphics, animated elements and any other content of this website.

By accessing or using this website, including any communication between us that is initiated via this website, you signify your agreement with and understanding of the following terms and conditions (“Terms”) pertaining to both this website and any material contained therein and to TorQuest’s Privacy Policy.This website is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein. Your use of this website constitutes your agreement to all such terms, conditions, and notices. reserve the right to change the terms, conditions, and notices under which this website is offered without prior notice at any time.

IF YOU DO NOT AGREE TO THESE TERMS OR TORQUEST’S PRIVACY POLICY, YOU MUST NOT ACCESS OR USE THE WEBSITE.

We reserve the right to modify the above Terms at any time without notice. The date of the most recent update is noted at the bottom of this page.

About TorQuest

TorQuest is a Canadian-based manager of private equity funds.

Use of Website

This website may be accessed and used only by individuals who can form legally binding contracts under applicable laws, who are 18 years of age or older, and who are not barred from using the website under applicable laws.

You agree that you will be personally responsible for your use of this website and for all of your communication and activity on and pursuant to this website. You agree that you will use this website responsibly and in compliance with all applicable laws and these Terms.

You agree that you will not hack into this website or employ any robot, spider or other device or process to use this website for unauthorized purposes. You further agree that you will not take any action or do anything which imposes an unreasonable burden on or interferes with the website. If we determine that you are or have been engaged in prohibited activities, were not respectful of other users, or otherwise violated the Terms, we may deny you access to this site on a temporary or permanent basis.

In our sole discretion, in addition to any other rights or remedies available to us and without any liability whatsoever, we at any time and without notice or liability to you may terminate or restrict your access to any component of this website. In the event of such termination or restriction, these terms and conditions of use shall continue to apply and be binding upon you with respect of your prior use of the website and of the information contained therein.

Global Dealing Restrictions

The website is directed to those individuals and entities located in Canada but may be hosted outside of Canada. It is not directed to any person or entity in any jurisdiction where (by reason of nationality, residence, citizenship or otherwise) the publication or availability of the website and its content, including its products and services, are unavailable or otherwise contrary to local laws or regulations or would subject any person or entity, including TorQuest, to any registration or licensing requirements in that jurisdiction. If this applies to you, you are not authorized to access or use any of the information on this website. We make no representation that the information, opinions, advice or other content on the website (collectively, Information”) is appropriate or that its products and services are available outside of Canada. Those who choose to access this website from other locations do so at their own risk and are responsible for compliance with applicable local laws.

Intellectual Property Rights

All content, information, data, database content, articles, biographies, materials, third-party articles, photographs, images, videos, software, trademarks, logos, designs, publicity slogans, source code, inventions, knowhow, and/or other TorQuest material protected by copyright, patent and other applicable intellectual property laws appearing on this website (the Content”) are the exclusive property of TorQuest or the property of third parties who granted permission to use such Content on this website, or both.

You are not authorized to modify, reproduce, re-edit, transfer, forward, transmit, publish, distribute or create derivative works of the Content without prior written consent from TorQuest. Contact us via email at galbraith@​torquest.​com if you would like to seek such permission.

You agree that you will not do or allow any third party to do anything which may infringe, damage or endanger TorQuest’s intellectual property rights or the intellectual property rights of a third party in respect of this website.

Nothing contained on this website should be construed as granting any license or right of use of any other person’s or entity’s trade mark which is displayed on this website without their express permission.

All unauthorized use of the Content will be considered as a violation of the intellectual property rights of TorQuest.

Permitted Use

By using the website, you are hereby granted a limited, revocable, nonexclusive and non-transferable right to view, store, bookmark, copy and print individual pages from the website for personal, educational and non-commercial purposes only; provided that, such copied and printed pages must not be altered in any manner whatsoever.

Prohibited Use

This website is for your personal non-commercial use only. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, commercially exploit, create derivative works from, transfer, data mine or sell any Content, software, products, or services contained within this website. You may not use this website, or any of its Content, to further any commercial purpose, including any advertising or advertising revenue generation activity on your own site

By using the website, you agree that you shall obtain TorQuest’s written consent prior to: (a) using Content for commercial purposes; (b) copying large portions of the website through any means; © forwarding Information and Content as mass distribution; or (d) posting Content on any other website.

You hereby agree that in using the website you shall not and shall not encourage others to: (a) remove or obscure any copyright, trademark or other notice displayed on any Content you download from the website; (b) violate any law, rule, regulation, policy, or intellectual property, contractual or other right of any third party or attempt to gain access to the identities, information or computers of others through the website; or © transmit any virus, worm, time bomb or similar system that interferes, corrupts or otherwise disrupts the website, regardless of whether such interference, corruption or disturbance is intended to violate the security of the website or to gain access to the identities, information or computers of others through the website.

TorQuest may, without prior notice, monitor the website for any unauthorized or questionable conduct and may take all responsive actions it deems necessary and/or appropriate.

User Information

In the course of your use of the website, you may be asked to provide certain personal information to us (such information referred to hereinafter as User Information”). Our information collection and use policies with respect to the privacy of such User Information are set forth in the website’s Privacy Policy which is incorporated herein by reference for all purposes. You acknowledge and agree that you are solely responsible for the accuracy and content of User Information.

Feedback

We welcome feedback, comments, reviews of the website and suggestions for improvements to our website (“Feedback”). You can submit Feedback by emailing us at galbraith@​torquest.​com. You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.

Link to Third Party websites

This website may include links to other websites owned by third parties. These links are provided solely for your convenience and may not remain current or active. TorQuest has not reviewed these third-party websites and does not control and is not responsible for these websites or their content or availability. TorQuest does not endorse, recommend or approve of any information, products or services referred to on such linked sites and assumes no responsibility for the content, security or privacy practices of any other website. Your use of any link to an outside website is entirely at your own risk. Therefore, TorQuest cannot be held responsible for the information contained on such websites and does not offer any guarantee or make any declaration in this regard. Your use of any link to an outside website is entirely at your own risk.

No part of this website may be linked to without prior written consent from TorQuest.

Website Availability

part or all of the website or selectively disable certain aspects or portions of the website. Any modification to or elimination of the website will be done in our sole and absolute discretion and without any obligation or liability to you, and your use of the website does not entitle you to the continued provision or availability of the website.

Security

TorQuest takes reasonable steps to ensure the security of its systems. However, there are inherent risks associated with the use of electronic means of communication. Therefore, TorQuest discourages the use of its website to submit sensitive personal or business information. The possibility exists that information could be unlawfully observed by a third party while the data is being transmitted over the internet or while stored on cloud-based servers, or subject to access and review by law enforcement or other authorities. TorQuest accepts no liability that may arise if any other persons obtain the information you submit to this website.

Forward-Looking Statements and Information

The website may include Information, material, Content, and data as to past or current circumstances, events, financial results or performance and statements about possible, assumed or expected circumstances, events, financial results or performance that are forward-looking in nature and subject to risks and uncertainties. TorQuest cautions that no such statement is a guarantee as to future matters and that actual circumstances, events, results and performance will be affected by a number of factors, many of which are beyond the control, and may be materially different from what TorQuest currently anticipate. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

No Offers or Advice

This website is for informational purposes only and may not be relied upon in any manner. Under no circumstances should anything published or linked to the website be deemed to be or be used or construed as an offer to sell or a solicitation of an offer to buy any securities, financial instruments, investments or other services, including any securities of any investment fund or other entity managed or advised, directly or indirectly, by TorQuest or any of its affiliates, subsidiaries or other investees.

Nothing contained in this website constitutes investment, legal, accounting, tax or other professional advice. This website and the Information contained on this website does not constitute or imply any solicitation, offer or recommendation by TorQuest to buy or sell any securities, financial instruments, investments or other services including any securities of any investment fund or other entity managed or advised, directly or indirectly, by TorQuest or any of its affiliates, subsidiaries or other investees. Decisions based on information contained on this website are your sole responsibility.

Disclaimers

The Information, Content, data and any other material contained herein is not investment advice. Any specific companies listed or discussed do not represent any or all companies purchased, sold or recommended since inception by TorQuest and its managed investment funds. One should not assume that all investments in the companies identified are or will be profitable or that the investment recommendations or decisions we make in the future will be profitable or will equal the investment performance of any securities or investments discussed herein. Past performance is not indicative of future results.

No Warranties and Limitations

Your use of the website is at your own risk. While TorQuest endeavours to ensure that the information on the website is correct, TorQuest is under no obligation to do so.

To the fullest extent allowed by law, the website, any content and any Information, are provided to you on an as is,” as available” basis without warranty of any kind whether express, statutory or implied, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, quiet enjoyment, systems integration, accuracy, and non-infringement, all of which we expressly disclaim. We do not endorse and make no warranty as to the accuracy, suitability, completeness, timeliness, comprehensiveness, currency, or reliability of the website, Content, materials, or any other data contained on the website, and we will not be liable or otherwise responsible for any failure or delay in updating the website or any Information, Content or any other material contained on the website. We have no duty to update the content of the website. You are responsible for any results or other consequences of accessing the website and using the Information, material, data and Content, and for taking all necessary precautions to ensure that any content you may access, download or otherwise obtain is free of viruses or any other harmful components.

TorQuest may, in its sole discretion and at any time without notice, restrict, suspend or cancel access to or use of the website, for all or any one or number of users. Furthermore, TorQuest does not guarantee that the website, Content, Information or any other data available on this website will be uninterrupted, up-to-date or error-free, and will not be held responsible for any damage resulting from any virus, worm or other destructive or invasive computer program. TorQuest does not warrant that any security defects, vulnerabilities or errors on the website will be identified or remedied.

Your use of any website data, material, Content or the Information is at your own risk. You are solely responsible for the use and/or the interpretation of all the Content, Information, material and data of this website. We specifically disclaim any liability, whether based in contract, tort, negligence, strict liability or otherwise, for any direct, indirect, incidental, punitive, consequential, or special damages arising out of or in any way connected with access to, use of or reliance on the Information (even if we have been advised of the possibility of such damages) or that arise in connection with mistakes or omissions in, or delays in transmission of, information to or from the user, any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission or delivery, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of records, programs or files, interruptions in telecommunications connections to the website or viruses whether caused in whole or in part by negligence, acts of God, telecommunications failure, theft or destruction of, or unauthorized access to the website or the content.

To the maximum extent permitted by law, you agree that you will not seek to hold TorQuest and its affiliates (including investment funds under management and their respective portfolio companies) liable:

  • directly or indirectly in contract, tort, equity or otherwise for any damage (including direct, indirect, incidental, consequential, special, punitive, exemplary and aggravated damages and damages for loss of use, profits or revenue) or other remedy whatsoever in connection with this website; and
  • to you or anyone else for any loss or damage, however caused which may be directly or indirectly suffered in connection with websites of other entities that are hyperlinked from this website.

If notwithstanding the foregoing, we should be found liable for any loss or damage which arises out of or is in any way connected with any of the services or uses of the website or the information, our total liability for all damages, losses and causes of action, whether in contract, tort (including, but not limited to, negligence), or otherwise shall in no event exceed in the aggregate $100 CAD or the amount paid by you for accessing this site, if any, whichever is greater.

Indemnity

As consideration for access to the website, you agree to indemnify and save harmless us and our respective affiliates (including investment funds under management and their respective portfolio companies), owners, officers, directors, members, partners, employees, consultants, representatives and agents from and against any claim, cause of action or demand, including without limitation reasonable legal, accounting and other professional fees, resulting from or related to (a) your breach of any of these Terms (including any terms incorporated by reference); (b) your access to or use of this website; or © your use or reliance on, publication, communication or distribution of anything on or from this website.

TorQuest reserves the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us and you agree to cooperate with our defence of these claims. You agree not to settle any matter without the prior written consent of TorQuest. TorQuest will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

No Partnership

You agree that no joint venture, partnership, employment, or agency relationship exists between you and TorQuest as a result of these Terms, our Privacy Policy or any use of the website.

TorQuest’s performance of these Terms is subject to existing laws and legal process, and nothing contained in these Terms or our Privacy Policy is in derogation of TorQuest’s right to comply with law enforcement requests or requirements relating to your use of the website or information provided to or gathered by TorQuest with respect to such use.

Applicable Laws

These Terms and any dispute, controversy, proceedings or claim of whatever nature arising out of or in any way relating to these Terms will be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable within Ontario without regard to conflict of law provisions. The Ontario Superior Court of Justice will have exclusive jurisdiction to resolve any disputes relating to these Terms.

Termination

We may terminate your access to and use of the website and related services at our sole discretion, at any time and without notice to you. If TorQuest determines, in its sole discretion, that you are in violation of any provision of these Terms, TorQuest may suspend or terminate your use or access to the TorQuest website and/or your account without the notice to you. At all times, TorQuest shall have the discretion to take such action as TorQuest deems necessary, in its sole discretion, to preclude a violation, and TorQuest shall not be liable for any damages of any nature suffered by you or a third party resulting from TorQuest’s exercise of its rights under these Terms. Upon any termination, discontinuation or cancellation of services, products or use of website, the following sections will survive: Use of Website, Global Dealing Restrictions, Intellectual Property Rights, Feedback, Prohibited Use, No Offers or Advice, Forward-Looking Statements and Information, No Warranties and Limitations, Indemnity, Applicable Laws, and General Terms.

General Terms

The Terms constitute the entire agreement between TorQuest and you with respect to the subject matter hereof, and supersede all communications, representations or agreements, either oral or written, between TorQuest or its affiliates and you with respect to this subject matter. In the event any portion of these Terms are found to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the enforceability or validity of any other portion of these Terms and which shall remain in full force and effect and be construed as if the invalid or unenforceable portion were not part of these Terms. TorQuest’s failure to insist upon or enforce strict performance of any provision of the Terms or any right shall not be construed as a waiver of any such provision or right.

Contact Us

If you have any questions or concerns about these Terms, you can contact us in writing at:

TorQuest Partners
161 Bay Street, Suite 4240
Toronto, ON M5J 2S1
Attn: Jason R. Galbraith, Chief Legal Officer

Please note that we may need to confirm your identity or request additional details in order to process your request.

Last Modified August 2020