EMERALD DEVELOPMENT MANAGERS

TERMS AND CONDITIONS OF USE

Welcome to emeraldmanagers.com, owned and operated by Emerald Development Managers LP (“Emerald,” “we,” or “us”), or our investor portal, available at https://emeraldmanagers.altareturn.com/, which may also be made available via our web properties (the “Investor Portal”). By using and accessing these web properties, including the Investor Portal, and the associated services (including any newsletters or other content available hereon) (collectively, the “Site”), you agree to these terms and conditions of use (the “Terms”); if you do not agree, you may not use the Site.  Emerald may modify the Site and/or these Terms from time to time without notice to you, except that if Emerald makes material changes to these Terms, we will post the revised Terms and the revised effective date on this Site and/or provide notice by some other means.  By using the Site following any modifications to the Terms, you agree to be bound by the modified Terms.

Use of the Site.

You must be at least 18 years old to use our Site.  You will comply with all applicable laws, rules and regulations in connection with your use of the Site.  You will not violate or attempt to violate the security of the Site or Emerald’s systems or network security, including, without limitation by (i) accessing data not intended for users of the Site or gaining unauthorized access to an account, server or any other computer system; (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures; (iii) attempting to interfere with the function of the Site, host or network.  You may not “crawl,” “scrape,” or “spider” any portion of the Site (through use of manual or automated means).

Information Not Confidential; Not an Offer to Invest; Site Content. 

If you choose to contact any Emerald personnel using the contact information you find on the Site, you understand any information and/or materials you provide to such personnel will not be treated as confidential or proprietary.  Emerald undertakes no obligation to review information submitted by you, or to return such information to you.  Emerald may receive information that is similar to information you submit, or may have already received information containing ideas and plans that are the same as or similar to ideas and plans contained in information you submit to Emerald.  Nothing you submit to Emerald will cause it or its affiliated funds to be limited or restricted from the pursuit of any opportunities, either alone or with third parties.

Your use of the Site or communication with any Emerald personnel is not an indication that Emerald or its affiliated funds will invest in any business you are associated with, nor is it an invitation to invest in any Emerald entity or affiliated fund.  You understand Emerald is not in any way obligated to invest, offer the opportunity to invest, or to consider an investment or opportunity to invest. Any such offer or solicitation will be made separately and only by means of confidential offering documents specific to the relevant investment fund or other investment vehicle to investors that, among other requirements, meet certain qualifications under federal securities laws. There can be no assurance that Emerald’s investment strategies will be successful or that Emerald’s investment objectives will be achieved. Any investment in a fund or other investment vehicle managed by Emerald involves a high degree of risk, including the risk of a complete loss of investment.

Any Emerald or other investments described or referenced via the Site are not representative of all investments of the funds managed by Emerald, and there can be no assurance that the investments described or referenced will be profitable or that future investments will have similar character or results.

Any opinions expressed via the Site reflect the views of the individual posters and are subject to change. Certain information available via the Site has been obtained from third party sources, including from portfolio companies of investment funds managed by Emerald. While taken from sources we believe are reliable, Emerald has not independently verified all such information, and Emerald makes no representation or warranty about the accuracy of such information or its suitability for any purpose. The opinions expressed via the Site are not intended to constitute investment, accounting, tax or legal advice; nothing in the Site is a recommendation that you purchase, sell or hold any security or other investment or that you pursue any particular investment strategy. Emerald has not independently verified or participated in any third party ratings or rankings regarding Emerald or its personnel included on this Site. All such ratings or rankings are provided solely for general informational purposes, do not reflect the experience of all third parties with Emerald or its personnel, and do not imply similar result in the future.

Certain statements made or other information disseminated via the Site by individual Emerald personnel may constitute “forward-looking statements” under the Privacy Securities Litigation Reform Act of 1995. To the extent any information made available via the Site constitutes a forward-looking statement (which may be identified by use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “anticipate,” “upside,” “potential,” “project,” “estimate,” “intend,” “forecast,” “target,” “believe” or similar terminology), please note that actual events, results or performance may differ materially from those reflected or contemplated by such statement. Emerald disclaims any obligation to update any forward-looking statement in the event it later turns out to be inaccurate, whether as a result of new information, future events or otherwise. Any projections, estimates, forecasts, targets or opinions expressed via the Site are subject to change without notice and may differ from opinions expressed by others. Any charts included in the Site content are provided solely for general informational purposes and should not be relied upon when making an investment decision.

Additional important information about Emerald, including our Form ADV, is available at the SEC’s website, http://www.adviserinfo.sec.gov.

Emerald Proprietary Rights. 

The Site, including all of its contents (including, text, images, audio, and the HTML used to generate the pages) (“Content”), are the property of Emerald or that of our suppliers or licensors and are protected trademark, copyright, and/or other intellectual property laws.  You may not download, copy, print, display, perform, reproduce, publish, modify, prepare derivative works from, license, transmit, or distribute any Content from this Site in whole or in part, for any public or commercial purpose without prior written consent from Emerald.  Emerald grants you a limited, personal, non-exclusive, non-transferable license to access the Site, and to use the Content, solely for personal, internal and non-commercial purposes.  Emerald (on behalf of itself and its suppliers and licensors) reserves all rights not expressly granted herein.

Without limiting the foregoing, as between you and Emerald (or other companies whose marks appear on the Site), Emerald (or the respective company) is the owner and/or authorized user of any trademark, registered trademark, logo, and/or service mark appearing on the Site (the “Marks”).  Nothing on the Site should be construed to grant any license or right to use any Mark, whether of Emerald or a third party. You may not use or exploit any Marks without prior written consent from the applicable owner thereof.

Links from and to the Site. 

The Site may contain links to third party websites (“Third Party Sites”).  Third Party Sites are not reviewed, controlled or examined by Emerald in any way and Emerald is not responsible for any content contained therein.  These links do not imply Emerald’s endorsement of or association with any Third Party Site.  Emerald is not liable, directly or indirectly, to anyone for any loss or damage arising from or in connection with use of the Third Party Sites.

Disclaimer of Warranties. 

THE SITE, INCLUDING, WITHOUT LIMITATION, ALL CONTENT AND FUNCTIONALITY THEREOF, IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF AVAILABILITY, ACCURACY, COMPLETENESS, USEFULNESS, TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND EMERALD (ON BEHALF OF ITSELF AND ITS SUPPLIERS AND LICENSORS) HEREBY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED.  NO ADVICE, RESULTS, INFORMATION OR MATERIALS, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SITE WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. NO CONTENT CAN OR SHOULD BE CONSTRUED AS PROFESSIONAL ADVICE OF ANY KIND (INCLUDING BUSINESS, INVESTMENT, ACCOUNTING, TAX, AND/OR LEGAL ADVICE).

Limitation of Liability. 

TO THE GREATEST EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL  Emerald, ITS AFFILIATES (INCLUDING AFFILIATED FUNDS) OR ANY OF ITS OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS (THE “EMERALD PARTIES”), BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR IN CONNECTION WITH THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE CONTENT, EVEN IF ANY Emerald PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.  IN NO EVENT WILL THE TOTAL LIABILITY OF ANY Emerald PARTY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM OR RELATED TO THE TERMS, THE CONTENT, AND/OR YOUR USE OF THE SITE, EXCEED, IN THE AGGREGATE, $100.00.

General Information. 

These Terms are governed by the laws of the State of New York, without regard to the conflicts of laws provisions thereof.  In the event of any dispute arising in connection with these Terms, you hereby consent to exclusive jurisdiction and venue in the state and federal courts of New York County, New York.  The failure of Emerald to exercise or enforce any right or provision of these Terms does not constitute a waiver of such right or provision.  If any provision of these Terms is found by a court of competent jurisdiction to be invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable.  You may not assign these Terms or transfer any of your rights or obligations hereunder without Emerald’s express written consent.  These Terms inure to the benefit of Emerald’s successors, assigns and licensees.  These Terms are the entire agreement between you and Emerald with respect to the subject matter herein.

Updated January 6, 2025