‍Kbit Terms and Conditions

1.0 Acceptance of the Terms and Conditions.

1.1 Kbit Management Ltd. and its affiliates (herein referred to as “Kbit” “we” “us” or “our”) provide and make available this website (“Site”) and its associated services, including email newsletters, associated content distribution platforms, and public Kbit online social media accounts (the Site and the associated services collectively referred to as the “Services”). All use of the Services is subject to the terms and conditions contained in this Terms of Use Agreement (the “Agreement”). Please read this Agreement carefully. By accessing, browsing or otherwise using the Services, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not accept the terms and conditions of this Agreement, you shall not access, browse or use the Site or the Services.

Except as otherwise noted on the Services, all content and material on the Services — including information, photos, podcasts, blog posts, videos, graphics/charts, icons, code, design, and overall appearance — are the property of Kbit and should not be used, modified, or reproduced without our prior written consent. All trademarks, trade names, and logos displayed on the Services are the property of Kbit, its affiliates, or their respective third-party owners, and the Services grants no license to them.

Kbit is an investment adviser registered with the Securities and Exchange Commission. The Services are intended solely to provide general information about Kbit, its services to entrepreneurs, and its people. Nothing in the Services is directed at nor should be relied upon by any investors or prospective investors in any vehicle managed by Kbit. Kbit does not intend to solicit or make its investment advisory services available to the general public.

Under no circumstances should any information provided in the Services be considered as an offer soliciting the purchase or sale of any security or interest in any pooled investment vehicle sponsored, discussed, or mentioned by Kbit nor should it be construed as an offer to provide investment advisory services. Such offers or solicitations will be made separately and only by means of the confidential offering documents of the specific pooled investment vehicles which should be read in their entirety, and only to those who, among other requirements, meet certain qualifications under federal securities laws. Such investors, defined as “accredited investors” and “qualified purchasers”, are generally deemed capable of evaluating the merits and risks of prospective investments and financial matters. There can be no assurances that Kbit’s investment objectives will be achieved or that its investment strategies will be successful. Any investment in a vehicle managed by Kbit involves a high degree of risk including the risk that the entire amount invested is lost.

The discussions and opinions expressed herein are not intended to provide investment, accounting, tax, or legal advice. Nothing in the Services is a recommendation that you purchase, sell or hold any security or other investment, or that you pursue any investment style or strategy. The content of this Site is presented on an “as is” basis with no warranties, express or implied, of any kind with respect to the Services. Kbit disclaims all warranties, including, but not limited to, the warranties of title, merchantability, noninfringement of third parties rights, and fitness for particular purpose. Charts and graphs provided herein are for informational purposes only and should not be relied upon when making any investment decision.

Certain statements that individual personnel make may constitute “forward-looking statements” under the Privacy Securities Litigation Reform Act of 1995. To the extent any information herein constitutes forward-looking statements (which can be identified by the use of forward-looking terminology such as “may,” “will,” “should,” “expect,” “anticipation,” “upside,” “potential,” “project,” “estimate,” “intend,” “forecast,” “target” or “believe” or comparable terminology), please note that, due to various risks and uncertainties, actual events, results, or performance may differ materially from those reflected or contemplated in such statements. Forward-looking statements are not guarantees and involve risks, uncertainties, and assumptions. Kbit expressly 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, prospects and/or opinions expressed in these materials are subject to change without notice and may differ or be contrary to opinions expressed by others.

Past results of Kbit’s pooled investment vehicles, investments, or investment strategies are not indicative or a guarantee of future results. Registration with the SEC does not imply a certain level of skill or training. Additional important information about Kbit, including our Form ADV Part 2A Brochure, is available at the SEC’s website, http://www.adviserinfo.sec.gov.

PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (A) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST KBIT ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (B) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS AND (C) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

1.2 You understand and agree that we may change this Agreement at any time without prior notice. Any use of the Services after such date shall constitute your acceptance of such revised terms and conditions. If any change to this Agreement is not acceptable to you, your sole remedy is to cease accessing, browsing or otherwise using the Site or the associated Services.

1.3 Your access to and use of the Site is also subject to Kbit’s Privacy Policy located at Privacy Policy. The terms and conditions of which are hereby incorporated herein by reference.

2.0 Use of the Site and Services.

2.1 The trademarks, service marks, and logos of Kbit (the “Kbit Trademarks”) used and displayed on the Site and the Services are registered and unregistered trademarks or service marks of Kbit. Other company, product, and service names located on the Site and the Services may be trademarks or service marks owned by third-parties (the “Third-Party Trademarks”, and, collectively with the Kbit Trademarks, the “Trademarks”). Nothing on the Site and the Services or in this Agreement should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Site and/or the Services without the prior written consent of Kbit specific for each such use. The Trademarks may not be used to disparage Kbit or the applicable third-party, Kbit’s or a third-party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any Site is prohibited without Kbit’s prior written consent. All goodwill generated from the use of any Kbit Trademark shall inure to Kbit’s benefit.

2.2 You agree not to: (a) take any action that imposes an unreasonable load on the Site’s infrastructure, (b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any activity being conducted on the Site, (c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Site, (d) delete or alter any material posted on the Site by Kbit or any other person or entity, or (e) frame or link to any of the materials or information available on the Site.

2.3 The Site may contain links to third-party websites (“External Websites”). The existence of any such link does not constitute an endorsement of such websites, the content of the websites, or the operators of the websites. These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Websites. The content of such External Websites is developed and provided by others and Kbit takes no responsibility for any content therein. You should contact the site administrator or Webmaster for those External Websites if you have any concerns regarding such links or any content located on such External Websites. We are not responsible and will have no liability for the content of any linked External Websites and do not make any representations regarding the content or accuracy of any materials on such External Websites. You should take precautions when downloading files from all websites to protect your computer from viruses and other destructive programs. If you decide to access any External Websites, you do so at your own risk. Accordingly, you release and hold Kbit harmless from any and all liability arising from your use of any External Websites or service.

2.4 Certain elements of the Site are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to, the use of framing or mirrors, except as otherwise expressly permitted by Section 2.1 of the Agreement. None of the Content for the Site may be retransmitted without the express written consent of Kbit for each and every instance.

3.0 Limitation of Liability and Disclaimer of Warranties.

KBIT, ITS AFFILIATES, THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS (COLLECTIVELY, THE “KBIT PARTIES”) MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE CONTENT, INCLUDING BUT NOT LIMITED TO ITS ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS OR RELIABILITY. THE KBIT PARTIES SHALL NOT BE SUBJECT TO LIABILITY FOR THE TRUTH, ACCURACY OR COMPLETENESS OF THE CONTENT OR ANY OTHER INFORMATION CONVEYED TO THE USER OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA OR INFORMATION STREAM FROM WHATEVER CAUSE. YOU AGREE THAT YOU USE THE SITE AND THE CONTENT AT YOUR OWN RISK.

3.1 THE KBIT PARTIES DO NOT WARRANT THAT THE SITE WILL OPERATE ERROR FREE OR THAT THE SITE, ITS SERVER, OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE SITE OR THE CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, NO KBIT PARTY SHALL BE RESPONSIBLE FOR THOSE COSTS.

3.2 IN NO EVENT SHALL ANY KBIT PARTY BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE THE SITE AND THE CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF SUCH KBIT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

3.3 SOME STATES DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, IN SUCH STATES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU, AND THE LIABILITY OF THE KBIT PARTIES SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

3.4 IF YOU ARE FROM NEW JERSEY, THE FOREGOING SECTIONS 3.1 AND 3.2 ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.

4.0 Indemnification. You agree to defend, indemnify, and hold harmless the Kbit Parties from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of this Agreement or your access to, use or misuse of the Content or the Site. Kbit shall provide notice to you of any such claim, suit, or proceeding. Kbit reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Kbit’s defense of such matter.

5.0 Termination of the Agreement.

5.1 Kbit reserves the right, in its sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Site or the Content at any time and for any reason without prior notice or liability. Kbit reserves the right to change, suspend, or discontinue all or any part of the Site or the Content at any time without prior notice or liability.

6.0 User Must Comply with Applicable Laws.

6.1 The Site is based in the United States. We make no claims concerning whether the Content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Site or the Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

6.2 The United States controls the export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any of the Content to countries or persons prohibited under the export control laws. By downloading the Content, you are expressly agreeing that you are not in a country where such export is prohibited or are a person or entity for which such export is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction regarding the import, export, or re-export of the Content.

7.0. Dispute Resolution

7.1 Any controversy or claim arising out of or relating to these Terms, any agreement between you and us, any account(s) established hereunder, or any transaction therein, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial [or other] Arbitration Rules. You agree to arbitrate any controversy or claim before the American Arbitration Association in the State of California. As set forth below, nothing in these Terms will prevent us from seeking injunctive relief in any court of competent jurisdiction as necessary to protect our proprietary interests.

8.0 Severability

8.1 If any provision of these Terms is unlawful, void or unenforceable, the remaining provisions will remain valid and in effect to the fullest extent possible. 

9.0 Waivers 

9.1 Any waiver by us of any provision of these Terms will be effective only if in writing and signed by our authorized representative. Any delay or omission by us to exercise any rights under these Terms may not be construed to waive any rights. 

10.0 Governing Law 

10.1 Use of the Service is governed by and will be construed in accordance with the laws of the State of California without giving effect to any principles of conflicts of laws, except to the extent governed by the federal securities laws and the regulations, customs and usage of the exchanges or market (and its clearing house) on which transactions are executed, without giving effect to any principles of conflicts of laws. 

11.0 Jurisdiction and Venue

11.1 To the extent that any dispute arising under these Terms is not subject to mandatory arbitration under Section 7, exclusive jurisdiction and venue will be with a court of competent jurisdiction in California. You consent to the jurisdiction of such courts and agree to accept service of process issued by such courts. 

12.0 Amendments

We may update these Terms from time to time. If we make material changes, we will notify you by email or by posting a notice on our Site prior to the effective date of the changes. Your continued use of our Services after the effective date of the revised Terms constitutes your acceptance of the changes.

13.0 Contact Us

If you have any questions about these Terms, please contact us at ir@kbit.com.