Disclosures

Welcome to the website of TRM Advisors, LP (“TRM EQUITY”). Please read these Terms and Conditions of Website Use (“Terms and Conditions”) carefully before using TRM Equity’s website (the “Site”). These Terms and Conditions set forth the legally binding terms and conditions that govern your access to and use of the Site and its contents (collectively, the “Content”). By using the Site, you acknowledge that you have read, understood, and accept these Terms and Conditions and TRM Equity’s Website Privacy Policy.  If you do not agree to these Terms and Conditions for any reason, please cease the use of this Site immediately.

TRM Equity reserves the right to amend these Terms and Conditions from time to time. If TRM Equity decides to amend its Terms and Conditions, TRM Equity will post those changes. Your continued use of the Site after any such modifications shall constitute your acceptance of these Terms and Conditions as modified.

TRM Equity Investment Disclosure

Investments listed on the site and designated as “Speyside Fund I’ or “Pre-Funds” were made and/or managed by Jeffrey Stone and Robert Sylvester, together with Kevin Daugherty, prior to the formation of TRM Equity at their predecessor firm and is provided in order to illustrate the experience of Messrs. Stone and Sylvester. In all cases, Messrs. Stone and Sylvester oversaw all investment and management decisions relating to such investments, although other investment professionals who are not associated with TRM Equity (including Mr. Daugherty) were also involved in and/or made contributions to the making and management of such investments. It should not be assumed that any of the foregoing investments were or will be profitable.

Permitted Uses of Site and Content

The Content on the Site is the intellectual property of TRM Equity or other parties and is protected by copyright and other intellectual property law.  All intellectual property rights to the Content are vested in TRM Equity.  TRM Equity has listed below the permitted uses of the Content by the Site’s visitors. TRM Equity reserves the right to change TRM Equity’s permitted uses at any time.

You agree to access this Site and use the Content solely for your own noncommercial use and benefit, and not for resale or other transfer or disposition to, or use by or for the benefit of, any other person or entity. You agree not to use, transfer, distribute or dispose of any information contained in the Site in any manner that could damage the business of TRM Equity or its portfolio companies.  Copying, disseminating and any other use of the Content is not permitted without the written permission of TRM Equity, only insofar as otherwise stipulated in regulations of mandatory law (such as the right to quote), unless specific Content dictates otherwise or as otherwise permitted hereunder. Notwithstanding the foregoing, you may use and print minimal copies of the Content solely for your personal, non-commercial purposes. For the avoidance of doubt, unless you receive TRM Equity’s permission in advance, you may not make more than minimal copies of the Content, exploit any of the Content commercially, forward it as a mass distribution, or post it on another website or publicly on the internet in any other manner. Any permitted copies of the Site’s pages must contain any copyright, trademark or other proprietary notices or other legends as originally included on the Content. You may not alter or modify the Content in your copies. For the avoidance of doubt, 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.

You may not access this Site or use the Content for any illegal purpose or in any manner inconsistent with these Terms and Conditions. You warrant that when using this Site, you will not violate or facilitate any violation of any applicable local, state, federal or international law, statute, regulation, code or ordinance, including, without limitation, regulations promulgated by or the rules of any national or other securities exchange. Permission to use the Site shall terminate automatically if you breach any of these Terms and Conditions.

Submissions

TRM Equity welcomes any questions, comments, or other content you choose to submit to TRM Equity through the Site (including through e-mails addressed to the email address displayed on the Site). Please do not submit any confidential information, financial information, social security numbers, account numbers, or other personally sensitive information. To avoid any misunderstandings, please be advised that TRM Equity has the right to (and to allow others to) use, copy and distribute any questions, comments, or other content you submit to TRM Equity, without compensating or notifying you, although such information would be anonymized. Please see TRM Equity’s Privacy Policy for further details.

If you are submitting information to TRM Equity in the manner described above, you are providing TRM Equity with your consent to process your information.  The submission of business ideas or the disclosure of business plans to TRM Equity creates no obligation of any kind on TRM Equity’s part with respect to such ideas or plans unless there is a written agreement between TRM Equity and the submitting party. TRM Equity retains the right at all times, on behalf of itself or any private equity fund it manages now or in the future, to invest in any business, including any business that competes or may in the future compete with the submitting party.

TRM Equity does not provide investment services of any kind to the public. No investment advice or investment securities or other investment opportunities of any kind are intended to be offered on this site. Investments in investment vehicles managed by TRM Equity are offered only privately and only through a written offering document.

While TRM Equity makes reasonable efforts to ensure that the Site is secure, TRM Equity does not guarantee the security of the Site.  Electronic communications can be intercepted by third parties and, accordingly, transmissions to and from the Site may not be secure. Communications to TRM Equity, particularly those containing confidential information, may be sent by mail to the intended recipient at the appropriate office address contained on the Site.  Any personal data you provide to TRM Equity within the context of your response or request for information will only be used in accordance with TRM Equity’s privacy statement.  Anything transmitted by you to TRM Equity through this Site becomes the property of TRM Equity and may be used by TRM Equity for any lawful purpose. Persons wishing to protect such information should contact TRM Equity in advance to enter into an appropriate, mutually agreed-upon written confidentiality or other agreement. TRM Equity retains the right at all times, on behalf of itself or any private equity fund it manages now or in the future, to invest in any business, including any business that competes or may in the future compete with any party submitting information through the Site.

Prohibited Uses of Site and Content

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

TRM Equity shall make every reasonable effort to protect its systems against any form of unlawful use. TRM Equity shall implement appropriate technical and organizational measures to this end, taking into account, among other things, the state of the art. However, TRM Equity shall not be liable for any loss whatsoever, direct and/or indirect, suffered by a user of the Site, which arises as a result of the unlawful use of its systems by a third party.

You may not link to the Site or display the 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 the Site or use or gain access to the identities, information, or computers of others, through the Site. You may not: send through the Site any materials or communications that are unlawful or defamatory, indecent, harassing, or otherwise objectionable in TRM Equity’s sole discretion; transmit any virus, worm, time bomb or similar system interference or corrupt through the Site; or use the Site to engage in any other unauthorized or unwelcome online conduct.

TRM Equity reserve the right to change or supplement TRM Equity’s policies in connection with any prohibited uses at any time.  If TRM Equity decides to change or supplement such policies, TRM Equity will post those updates. Your continued use of the Site after any such modifications shall constitute your acceptance of those policies as modified and/or supplemented.

You agree to indemnify and hold harmless TRM Equity 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 the Site’s policies.

No Offer or Advice

The Site is intended to provide information regarding TRM Equity’s potential financing, operational, or other capabilities for entrepreneurs and/or prospective portfolio companies.

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. The investments and strategies discussed in on this Site may not be suitable for all investors and are not obligations of or guaranteed by TRM Equity or any of its affiliates. An offer or solicitation will be made only through a 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.

TRM Equity is not utilizing the Site to provide investment, accounting, tax, legal 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.  Decisions based on the Site and the Content are the sole responsibility of the user. You agree that TRM Equity is not liable for any action you take or decision you make in reliance on this Site or any of the Content.

Portfolio Companies

The information regarding specific portfolio companies is presented to illustrate examples of the types of investments that TRM Equity may have made or recommended as of a particular date and may not be representative of all transactions engaged in by. Such information is not intended to serve as a recommendation to invest in any company or investment described herein. Further, 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 TRM Equity. The investment return and principal value of an investment may fluctuate, and, as a result, with respect to products which provide for redemptions, your redemption value may be more or less than original cost. 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.  Past performance is neither indicative nor a guarantee of future results.

Forward Looking Statements

Certain information on the Site may constitute forward-looking statements, which can be identified by the use of terms such as “may”, “will”, “should”, “expect”, “anticipate”, “target”, “project”, “estimate”, “intend”, “continue” or “believe” (or the negatives thereof) or other variations thereof. Due to various risks and uncertainties, actual events, results, or performance may differ materially from those reflected or contemplated in such forward-looking statements. As a result, users of the Site should not rely on such forward-looking statements. No guarantee of investment performance is being provided and no inference to the contrary should be made.  TRM Equity undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

Links

The Site may contain links to, or may be linked from, other websites that are not maintained by TRM Equity. TRM Equity does not endorse, certify, or control the content of such websites and does not have any responsibility for, or make any representations about, any other websites, including their products and services, content, communications and website use policies. TRM Equity expressly disclaims any responsibility for your access to or use of such other websites.  Any links to other sites are not intended as referrals or endorsements but are merely provided for convenience and informational purposes.  Use of any information obtained from such addresses is voluntary, and reliance on it should only be undertaken after an independent review of its accuracy, completeness, efficacy, and timeliness.

All users should be aware that parties unrelated to TRM Equity may seek to direct users to websites that falsely appear to be the Site or may establish websites using the name “TRM Equity” or variants thereof, in each case for malicious or fraudulent purposes. TRM Equity never grants permission to any party to use the name “TRM Equity” or any variant thereof in the name or other identification of a website and TRM Equity disclaims any responsibility for any such websites. Users are responsible for determining the validity and safety of any website that by its name or otherwise purports or appears to be controlled by or affiliated with TRM Equity.

Inaccurate Information

TRM Equity is committed to keeping the Site up to date and accurate. Should you nevertheless encounter anything that is incorrect or out of date, TRM Equity would appreciate it if you could let them know. Please indicate where on the website you read the information. TRM Equity will then look at this as soon as possible. Please send your response by email to: admin@trmequity.com.

Limitations of Liability

You acknowledge and accept that: (1) notwithstanding the reasonable efforts by TRM Equity 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 TRM Equity or its designee may take, TRM Equity or its designee cannot, 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.  TRM Equity is under no obligation to update the information contained on the Site. Additionally, the material on the Site does not constitute a representation that the solutions described therein are suitable or appropriate for any person.  While TRM Equity makes reasonable efforts to provide accurate information, at times TRM Equity may not promptly update or correct the Site even if TRM Equity is aware that it is inaccurate, outdated or otherwise inappropriate.

TRM Equity 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) the Site and the Content, or a website linked to the 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.  When using web forms, TRM Equity strives to limit the number of required fields to a minimum.

Disclaimer
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The Site is provided by TRM Equity on an “as is” and “as available” basis. TRM Equity 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 the Site or the information included on the Site. TRM Equity does not warrant that the information in the Site is accurate, reliable, or correct, that the Site will be available at any particular time or location, or that the Site is free of viruses or other harmful components.

International Use

The Content is not intended for distribution to, or use in, any jurisdiction where such distribution or use would be contrary to law. TRM Equity makes no claims that the Site is appropriate or lawful for use or access outside the United States. Each user of the Site is responsible for compliance with local laws and regulations applicable to it.  Access to the Site from countries or territories where such access is illegal is prohibited. If you access the Site from outside the United States, you do so at your own risk.

Governing Law / Forum
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These Terms and Conditions are governed by Delaware law, and you agree that it shall be resolved solely in the state or federal courts located in the state of Delaware.  It is agreed that such courts shall have jurisdiction over TRM Equity, any user of the Site and any dispute arising hereunder.

Confidentiality
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The information contained in the password-protected portion of the Site (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 TRM Equity 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 the TRM Equity 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 TRM Equity 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 TRM Equity 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 TRM Equity has granted you limited access to specific files pertaining to TRM Equity 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 TRM Equity 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.

Use of Cookies and Collection of Data

TRM Equity uses “cookies” to help personalize your online experience.  A cookie is a small text file that is placed on your hard drive.  Cookies contain information, including personal data, that can later be read by a web server in the domain that issued the cookie to you.  The information that cookies collect includes the date and time of your visit, your registration information, session identification number and your navigational history and preferences.

Cookies offer you many conveniences.  They allow TRM Equity to identify users when they return to the site so that they can retrieve previous image search results and save you time by eliminating the need to repeatedly enter the same information.

This privacy statement covers the use of cookies by TRM Equity only and does not cover the use of cookies by third parties.  For example, for the links TRM Equity provides to third-party websites, that website owner also may use cookies and other data collection technology.  TRM Equity has no access to or control over their sites and is not responsible for the privacy of your information once you leave the Site.

Most browsers automatically accept cookies, but you can usually modify your browser setting to decline cookies.

TRM Equity also collects and retains contact data when you fill out TRM Equity’s “Get in Touch” form.  Any personal data you provide to TRM Equity within the context of your response or request for information will only be used in accordance with TRM Equity’s privacy statement.  Except as set out below, TRM Equity does not disclose or sell your contact data to any third parties.

TRM Equity may use the contact data you provide to send you information about TRM Equity and/or TRM Equity’s products or services, and/or to contact you when necessary. By sharing your email address and other contact data, you authorize TRM Equity to contact you via email.  However, you have the right to unsubscribe at any time by contacting TRM Equity via email at admin@trmequity.com.

TRM Equity may disclose your contact data to third-party service providers who perform services on TRM Equity’s behalf.  For example, TRM Equity may hire other companies to provide data storage, to host websites, to assist in marketing, to conduct audits, etc.  Those third-party service providers (i) shall be permitted to obtain only the data they need to provide the service, (ii) must protect contact data to the same extent as the firm, and (iii) shall be prohibited from using it for any other purpose.  TRM Equity also may share contact data, as necessary to comply with applicable law.

Termination

TRM Equity may terminate your access to the Site for any reason, without prior notice.