Your use of this website (the “Site”) is subject to the following terms and conditions (the “Terms and Conditions”). This Site is presented by Jamestown, L.P. (“Jamestown”) and by accessing this Site, you agree to be bound by the Terms and Conditions, which may be amended by Jamestown from time to time without notice. These Terms and Conditions are a legally binding agreement, and all other policies published on this Site form part of the Terms and Conditions.

 

References to you, your and yours are references to the persons(s) accessing the Site; and references to we, us and our are references to Jamestown. You represent and warrant that if you are an individual, you are at least sixteen (16) years of age and are of legal age to form a binding contract.

The information, material and content provided on this Site may be changed by us at any time and without notice. Changes to the Terms and Conditions may be made by us at any time without notice by updating this posting; by your continued use of this Site following any such changes you will be deemed to have agreed to such changes.

    I.1 REGISTRATION

You may browse and view content on portions of the Site without registering, but as a condition to using certain aspects of the Site, you are required to register with Jamestown and provide Jamestown with accurate, truthful, and complete registration information (including, but not limited to your name (“User Name”), e-mail address and a password you will use to access the Site, and Jamestown’s digital investment platform for individual U.S. investors (the “Service” or the “Jamestown Invest Platform”)). Information gathered through the registration process and information related to your account will be subject to these Terms and Conditions.

You represent and warrant that all information provided by you when registering is true, accurate, up-to-date and complete and that you will maintain, at all times, true, accurate, up-to-date, and complete information related to your registration. Failure to do so shall constitute a breach of the Terms and Conditions, which may result in immediate termination of your Jamestown Invest account.

You shall not:

• provide any false personal information to Jamestown (including a false User Name) or create any account for anyone other than yourself without permission;

• use a User Name that is the name of another person with the intent to impersonate that person;

• use a User Name that is a name subject to any rights of a person other than you without appropriate authorization; or

• use a User Name that is a name that is otherwise offensive, vulgar or obscene.

• Jamestown reserves the right to refuse registration of, or cancel a User Name in its sole discretion.

You are solely responsible for all transactions and activities that occur on your account, whether undertaken by you or anyone or anything using the Service while using your User Name, whether authorized or unauthorized. You shall be responsible for maintaining security and confidentiality with respect to your Jamestown Invest Platform password and information related to your registration. Jamestown shall not be responsible for any losses arising from the financial loss or theft of your information due to unauthorized or fraudulent transactions using your account. You shall also never use another user’s account without such other user’s express permission. You will immediately notify Jamestown in writing of any actual or suspected unauthorized use of your account, or other account-related security breach of which you are aware.

To the extent applicable, when utilizing the Site or the Service, you are required to use the security procedures currently or hereafter maintained by Jamestown to confirm that only authorized users have access to the Service and any account.

    I.2 NO ADVICE, OFFER OR RELIANCE

Jamestown maintains the information on this Site for informational purposes only. Nothing within the Site shall be deemed to constitute financial or other professional advice to you in any way. If you choose to use any service offered by us through this Site, that service will be provided by us subject to the terms and conditions applicable to that service’s use.

Neither the information nor any opinion contained in the Site constitutes an offer to sell or solicitation or offer to buy any securities. Accordingly, no information or material on this Site is to be deemed a recommendation to buy or sell any securities or is to be relied upon for the purpose of making or communicating investment decisions.

Any transactions listed on this Site are included as representative transactions and are not necessarily reflective of overall performance. Past performance is not indicative of future performance, and you should assume that the assets connected with any such representative transactions will not be acquired by any investment vehicle that you may invest in, unless otherwise stated in such vehicle’s offering documents. No representation or warranty is made that any returns indicated will be achieved.

    I.3 OTHER JURISDICTIONS

This Site and the Jamestown Invest Platform are intended for retail investors who are citizens or residents of the United States or who live abroad in jurisdictions where registration exemptions apply. The Jamestown Invest Platform includes investment products that are being offered pursuant to Regulation A promulgated under the Securities Act of 1933 and Regulation D promulgated under the Securities Act of 1933, and as such certain products may not be offered in certain U.S. jurisdictions. Refer to the offering documents on the Site for more details.

We make no representation that transactions, products, or services discussed on this Site are available or appropriate for sale or use in all jurisdictions or by all investors. Those who access this Site do so at their own initiative and are responsible for compliance with local laws or regulations.

    I.4 DISCLAIMER OF WARRANTIES

The information contained on the Site is provided “as is” without warranty of any kind, either express or implied, to the fullest extent permissible pursuant to applicable law, including but not limited to warranties of title or implied warranties of merchantability or fitness for a particular purpose. Although the information provided to you on this Site is believed to be reliable, we cannot and do not guarantee the accuracy, validity, timeliness or completeness of any information or data made available to you for any particular purpose.

Neither we nor any of our affiliates, directors, officers or employees, nor any third-party vendor (collectively, the “Jamestown Parties”), will be liable for or have any responsibility for, and make no warranties that, functions contained in the Site will be uninterrupted or error-free, that defects will be corrected, or that the Site or the server that makes it available will be free of viruses or other harmful components. Under no circumstances shall the Jamestown Parties be liable for any damages to, viruses that may infect, or services, repairs or corrections that must be performed on your computer or other property on account of your accessing or use of the Site. This Site, and access to the Site, may not be available at all times and may be impeded by a range of factors including technology failures or lack of capacity. You are responsible for obtaining and maintaining your own information and communications technology in order to access the Site.

Under no circumstances shall the Jamestown Parties be liable for any direct, indirect, consequential, incidental, special, punitive, or exemplary loss, damage, cost, claim, or expense (including without limitation lost profits, loss of opportunity, business interruption or other data) whether in contract, breach of warranty, or tort, including but not limited to negligence or otherwise, arising out of any use of or the inability to use the Site, whether or not the Jamestown Parties have been informed of the likelihood of such damages occurring.

    I.5 USE OF LINKS

You may have the opportunity to follow a link to other websites that may be of interest to you from our website or from our other services. These links are provided only as a convenience. The inclusion of any link is not and does not imply an affiliation, sponsorship, endorsement, approval, investigation, verification or monitoring by Jamestown of any information, materials, products, or services contained in or accessible through any linked site. We are not responsible for the privacy practices of those websites or the content provided thereon. Jamestown and its affiliates disclaim any and all liability for the information, including without limitation, any express or implied representations or warranties for information or errors contained in, or omissions from, such information. Jamestown and its affiliates, employees and officers shall not be liable for any loss or liability suffered by you resulting from the provision to you of the information or your use or reliance in any way on the information on such third-party websites.

    I.6 Accessibility Statement

We are committed to ensuring effective communication and digital accessibility to all users. We are continually improving the user experience for everyone and apply the relevant accessibility standards to achieve these goals. We welcome your feedback on the accessibility of our websites and mobile apps. Please let us know if you encounter accessibility barriers in accessing any area of/on our website or mobile app by emailing us at notice@jamestownlp.com.

I.7 Social Media

Comments, opinions, follows, retweets, replies or links posted by users are the responsibility of the person who posted them. These opinions do not represent the views of Jamestown and we do not adopt, endorse or guarantee the accuracy, completeness or usefulness of such information.

Please do not post stories, testimonials or advice about how well (or not) a given investment performed or worked for you. Please refrain from providing advice or recommendations about specific investments, including investments sponsored by Jamestown. Such experiences and opinions may not apply to others.

Jamestown reserves the right to remove or moderate comments. To keep our social media pages useful for everyone, please contribute to the discussion with relevant information. Do not post or link to advertisements, offensive or inappropriate content. Jamestown reserves the right to restrict users from our pages who do not follow these guidelines or for any other reason. Users who have a business relationship with Jamestown or our affiliates or other beneficial interest in commenting are responsible for adhering to any obligations to disclose that relationship or interest in their posts.

    I.8 U.S. Treasury Circular 230 Tax Notice

Jamestown does not render advice on tax and tax accounting matters to clients. This website was not intended or written to be used, and it cannot be used by any taxpayer, for the purpose of avoiding penalties that may be imposed on the taxpayer under U.S. federal income tax laws. Investors should consult their own legal, tax investment or other advisors, at both the onset of any transaction and on an ongoing basis to determine the laws and analyses applicable to their specific circumstances.

    I.9 COPYRIGHTS, TRADEMARKS, AND RESTRICTIONS ON USE OF MATERIALS

You are responsible for obeying all applicable copyright laws. You acknowledge and agree that the entire content of this Site is protected by copyrights, trademarks, or other proprietary rights, and that these rights are valid and protected in all forms, media, and technologies existing now or later developed. All rights, title, and interest in this Site and any content contained herein and their selection and arrangement, including copyright and database rights, belong to Jamestown or its licensors. Nothing on this Site shall be interpreted as granting any license or right to use any image, trademark, logo or service mark on the Site. We permit you to make copies of the Site as necessary incidental acts during your use of it; and you may take a print so long as you do not remove any copyright or other notice as maybe contained in the information that you download. Copying or downloading material from this Site does not transfer title to any material on this Site to you. All rights are fully reserved. You may not link to this Site, nor frame it, without our express permission. E-mail addresses are provided on this Site for the purpose of pursuing the business of Jamestown. By accessing this Site, you agree not to send unsolicited e-mails for the purposes of advertising or market research to the e-mail addresses provided on the Site.

This Site includes logos or phrases that may be registered trademarks of their respective owners. Such use is solely for purposes of convenience in referring to the trademark owners and their products/services. This Site and its contents are not endorsed, sponsored or affiliated with any such trademark owner.

    I.10 CONSENT TO ELECTRONIC COMMUNICATIONS

You specifically agree to receive and/or obtain “Communications” from Jamestown and its affiliates in “Electronic Form”, rather than in paper form, and to the use of electronic signatures in our relationship with you. The term “Communications” includes, but is not limited to, documents, agreements, terms, statements, data, records and any other communications regarding your relationship to Jamestown and/or its affiliates, including notices, summaries, forms, disclosures or documents required by law, rule or regulation. The term “Electronic Form” includes, but is not limited to, electronic delivery of Communications posted or made available on the Site and/or through the Service, and/or sent via the e-mail address associated with the account through which you access the Jamestown platform, or through which investment opportunities are accessed, or transactions are conducted, on your behalf.

You accept Communications provided in Electronic Form as reasonable and proper notice, for the purpose of any and all laws, rules, and regulations, and agree that delivery of such Communications in Electronic Form fully satisfies any requirement that such Communications be provided to you in writing or in a form that you may keep. You represent that you have the appropriate personal computer or other electronic device, software, and internet connection to enable you to retain, if you so choose, any Communications that Jamestown sends in Electronic Form for your records.

If you have the legal right under any federal and/or state laws or regulations to receive a document in paper form, you may withdraw your consent to receiving that document in Electronic Form by contacting Jamestown at notice@jamestownlp.com. A withdrawal of your consent to receive such document in Electronic Form will be effective only after we have had reasonable time to process your request.

    I.11 INDEMNIFICATION

You shall defend, indemnify, and hold harmless Jamestown, its affiliates and each of its, and its affiliates employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to your use or misuse of, or access to, the Site, violation of the Terms and Conditions, or infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. Jamestown reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with Jamestown in asserting any available defenses.

I.12 LIMITATION OF LIABILITY

IN ADDITION TO THE LIMITATIONS OF LIABILITY STATED ABOVE, IN NO EVENT SHALL Jamestown, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SITE OR THE SERVICE (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) ONE-HUNDRED U.S. DOLLARS ($100.00). SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IF APPLICABLE LAW DOES NOT ALLOW ALL OR ANY PART OF THE ABOVE LIMITATION OF LIABILITY TO APPLY TO YOU, THE LIMITATIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.

Jamestown WILL NOT BE RESPONSIBLE FOR ANY DAMAGES, LOSSES OR LIABILITY TO YOU OR ANYONE ELSE IF ANY EVENT LEADING TO SUCH DAMAGES, LOSSES OR LIABILITY WOULD HAVE BEEN PREVENTED BY THE USE OF THEN AVAILABLE SECURITY FEATURES AND/OR PROCEDURES MAINTAINED BY Jamestown TO CONFIRM THAT ONLY AUTHORIZED USERS HAVE ACCESS TO THE SERVICE AND/OR ANY ACCOUNT. ADDITIONALLY, YOU ARE RESPONSIBLE FOR ALL LOGIN CREDENTIALS, INCLUDING USERNAMES AND PASSWORDS. WE WILL NOT BE RESPONSIBLE FOR ANY DAMAGES, LOSSES OR LIABILITY TO YOU, OR ANYONE ELSE, IF SUCH INFORMATION IS NOT KEPT CONFIDENTIAL BY YOU, OR IF SUCH INFORMATION IS CORRECTLY PROVIDED BY AN UNAUTHORIZED THIRD-PARTY LOGGING INTO AND ACCESSING THE SITE OR THE SERVICE.

    I.13 GOVERNING LAW; VENUE

These Terms and Conditions and your use of the Site shall be governed by and interpreted in accordance with the laws of State of Georgia. You agree that any dispute or action at law or in equity arising out of or relating to these terms or your use of the site shall be commenced only in the state or federal courts located in Fulton County, Georgia, and you hereby consent and submit to the personal jurisdiction of such courts for the purposed of any such dispute or action.

II. PRIVATE TRANSACTIONS

Some of the investment opportunities posted on this Site are “private placements” of securities that are not publicly traded, are subject to holding period requirements, and are intended for investors who do not need a liquid investment. Investing in private companies may be considered highly speculative and involves a high degree of risk, including the risk of substantial loss of investment. Investors must be able to afford the loss of their entire investment. Please refer to the offering documents on the Jamestown Invest Platform for a more detailed explanation of the risks involved by investing through the Jamestown Invest Platform.

The password protected portions of this Site are intended only for persons residing in the United States and for persons residing abroad in jurisdictions where securities registration exemptions apply.

Investments offered on the Jamestown Invest Platform are NOT bank deposits (and thus NOT insured by the FDIC or by any other federal governmental agency), are NOT guaranteed by Jamestown or its affiliates, and MAY lose value.

Neither the Securities and Exchange Commission nor any federal or state securities commission or regulatory authority has recommended or approved any investment or the accuracy or completeness of any of the information or materials provided by or through the Site.

Any financial projections or returns shown on the Site are illustrative examples only, and there can be no assurance that any valuations provided are accurate or in agreement with market or industry valuations.

Any investment information contained herein has been secured from sources Jamestown believes are reliable, but neither Jamestown nor its affiliates make any representations or warranties as to the accuracy of such information and accept no liability therefore.

Offers to sell, or the solicitations of offers to buy, any security can only be made through official offering documents that contain important information about risks, fees and expenses.

Investors should conduct their own due diligence, not rely on the financial assumptions or estimates displayed on this Site, and are encouraged to consult with a financial advisor, attorney, accountant, and any other professional that can help you to understand and assess the risks associated with any investment opportunity.