Terms of Use

The following terms and conditions (collectively, the "Terms") apply to, and govern your use of, the Nassau Private Credit LLC (together with certain of its investment advisory affiliates, the "Firm") website (including the Restricted Areas (defined below)) (collectively, the "Site"). BY CHOOSING TO ACCESS AND USE THE SITE, YOU ARE EXPRESSLY AGREEING TO BE LEGALLY BOUND BY THE TERMS. If you do not agree with any of the Terms, do not proceed to further pages within the Site. The Firm reserves the right, in its sole discretion, to change these Terms without notice.

PRELIMINARY NOTE. The Firm provides investment advice to various clients (each a "Client" and, collectively, the "Clients"). Additional information about the Firm is available on the U.S. Securities and Exchange Commission (the "SEC") website at www.adviserinfo.sec.gov. SEC registration does not constitute an endorsement of the Firm by the SEC, nor does it indicate that the Firm has attained a particular level of skill or ability.

NOT AN OFFER OR SOLICITATION. The Site is designed for informational purposes only and does not constitute a solicitation, offer or recommendation to (i) buy or sell any security, financial product or instrument, (ii) effect any transactions, (iii) provide investment advisory services, or (iv) conclude any legal act of any kind whatsoever.

INTERNATIONAL USE. The information or Materials (defined below) provided in or accessible through the Site are, unless otherwise specified, directed at residents of the United States, and are not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject the Firm to any registration or other requirement within such jurisdiction or country. Users who choose to access the Site from jurisdictions outside of the United States do so on their own initiative and are responsible for establishing the legality, usability and correctness of any information or materials on the Site under the laws of any applicable jurisdictions. You may not use or export the information or materials on the Site or accessible through the Site in violation of United States laws and/or regulations. The Firm reserves the right to limit access to the Site to any person, geographic region or jurisdiction.

NO ADVICE. The Site does not provide specific investing advice to any individual viewing the contents of the Site, and no information or materials contained in the Site should be construed or relied upon as investment, legal, accounting, tax or other professional advice or in connection with any offer or sale of securities. The Firm will not treat users of the Site as its clients, customers or investors by virtue of their accessing the Site.

INFORMATION NOT AUDITED; NO DUTY TO UPDATE. The information set forth on the Site has not been audited and may be based on multiple unstated assumptions. The Firm reserves the right, in its sole discretion and without any notice, to change, improve or correct the information and/or Materials on the Site. However, neither the Firm nor any of its affiliates, or its or its affiliates’ respective directors, officers, employees, agents or representatives assumes any duty to update any information or Materials on the Site for subsequent changes of any kind.

PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. Past performance is not indicative of future results, and there can be no assurance that any Client will or can achieve comparable results. There is no guarantee that any investment strategy described on the Site will or can be successful, especially in periods of extreme volatility.

LIMITED OPERATING HISTORY. The Firm has limited operating history, is subject to further development, and may change materially from what is set forth in this presentation. There can be no assurance that professionals currently employed by the Firm or any of its affiliates will continue to be employed by the Firm or any such affiliates. Moreover, there can be no assurance that the past performance or success of any such professional serves as an indicator of such professional's future performance or success.

PURPOSE; NO WARRANTY OR LIABILITY. The information contained on the Site is for the purpose of providing background information only and does not purport to be full or complete. All expressions of opinion and prediction are subject to change without notice. This Site is not intended to be, nor should it be relied upon in any way as, a forecast or guarantee of future events regarding a particular investment strategy or the markets in general. No reliance may be placed, for any purpose, on the information contained on the Site or its accuracy or completeness. The Firm makes no warranty, express or implied, concerning the Site. To the fullest extent permitted by law, in no event shall the Firm, its affiliates, or either of their respective directors, officers, employees, agents or representatives have any liability whatsoever to any person for any direct or indirect loss, liability, cost, claim, expense or damage of any kind, whether in contract or in tort, including negligence, or otherwise, arising out of or related to the use of all or part of the Site, even if the Firm has been advised of the possibility of the same. The Site and the information and Materials are provided "as is" and "as available."

CERTAIN RISKS. The investment strategies described on the Site do not take into account the particular investment objectives or financial circumstances of any specific person or entity, may not be suitable for all investors, and may result in a risk of loss of all or a portion of the amount invested. Accordingly, prospective investors should thoroughly and carefully review the associated risks and financial, legal and tax consequences of all investments to determine suitability.

USER REPRESENTATIONS. Users of the Site agree not to use the Site for or in connection with any of the following activities:

• Spoofing or otherwise impersonating any Firm representative or employee, including, without limitation, any other users or any Firm personnel, or falsely stating or otherwise misrepresenting your identity or affiliation in any way, or forging any Transmission Control Protocol/Internet Protocol (TCP/IP) packet header or any part of the header information in any e-mail or other posting;
• Any fraudulent or illegal purpose;
• E-mailing, uploading, or otherwise transmitting or using the Site in furtherance of the use or distribution of any unlawful, harmful, harassing, defamatory, tortious, libelous, abusive, threatening, or otherwise objectionable material of any kind, or any material that is invasive of another's privacy;
• Transmitting material that contains viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines or engines that are intended to damage, destroy, disrupt or otherwise impair a computer's functionality or the operation of the Site (or anyone else's website), detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information, or transmit any materials that otherwise violate the Firm's rules or policies; or
• Violate the Firm’s rights in or to intellectual property.

AIFMD NOTICE. This Site is not intended, and should not be construed, as marketing of any private investment fund or other product for the purposes of the Directive 2011/61/EU on alternative investment fund managers ("AIFMD") in any member states (each, a "Relevant Member State") of the European Economic Area that has implemented the AIFMD. No private investment fund is available for investment by any person domiciled, or with a registered office in the Relevant Member State, except at the own initiative of such person.

RESTRICTED AREAS OF THE SITE. Access to some areas on the Site (“Restricted Areas”) may be restricted to persons who have been granted authorization for access to Restricted Areas through the issuance of a unique user ID and password (each an “Authorized User”). No persons other than Authorized Users may access Restricted Areas of the Site, and user IDs and passwords are not transferable. Each Authorized User is solely responsible for maintaining the security and confidentiality of such Authorized User’s password and user ID, and accordingly, is liable for all access, use and activities on Restricted Areas under such user ID and password (including, but not limited to, use by others of such user ID and password) even if such use is unauthorized by the Authorized User. Should you become aware that your name, identity, account, system, electronic signature, registration, user ID, password, or other protected data or your identity is being used by an unauthorized third party, or in the event of any other possible error, misuse or fraud relating to the Site, it is your responsibility to immediately inform the Firm. The Firm reserves the right to terminate any Authorized User’s access to, and use of, Restricted Areas at any time, and without notice, for any reason including, but not limited to, any possible or alleged misuse, abuse, violation of law, fraud or misconduct by any person accessing or using Restricted Areas under a user ID and password.

INTELLECTUAL PROPERTY RIGHTS. The Firm, or the applicable third party owner, retains all right, title and interest (including copyrights, trademarks, service marks, patents, as well as any other intellectual property or other right) in all information and content (including all text, data, graphics and logos) on the Site (collectively, the “Material”). Except as otherwise indicated on the Site, copying, reproducing, uploading, downloading, transmitting or any other use of the Site or of any of the Material, in whole or part, without the express permission of the Firm is prohibited. You may, however, copy, reproduce, download, transmit or print individual pages contained on the Site for the purpose of accessing the Site pursuant to the Terms and/or for your personal, non-commercial use, provided you agree not to conceal, remove or alter any trademark, copyright or other notice contained on the Site, any of the Material, or any such individual pages so copied, reproduced, downloaded, transmitted or printed. You may not use or reproduce the Firm’s trademark/service mark or logos without a written license agreement from the Firm. Any unauthorized use of the Site and/or the Materials may subject the user to criminal prosecution and/or civil liability under applicable law.

ADDITIONAL TERMS. Certain areas on the Site may contain additional terms, conditions, disclosures and disclaimers (collectively, "Additional Terms"). In the event of a conflict between these Terms and the Additional Terms, the Additional Terms will govern for those areas.

OTHER WEBSITES. If you link other websites to the Site, you may not imply or suggest that the Firm has endorsed, or is affiliated with, such other websites, and you may not display the Site as "framed" within another website.

OTHER INFORMATION; COOKIES. You should be aware that when you visit the Site, the Firm collects certain information that does not identify you personally, but provides the Firm with “usage data,” such as the number of visitors or what pages are visited most often. This data helps the Firm analyze and improve the usefulness of the information provided at the Site. Like most commercial website owners, the Firm may also use what is known as “cookie” technology. A cookie is an element of data that a website can send to your browser when you link to that website. It is not a computer program and has no ability to read data residing on your computer or instruct it to perform any step or function. By assigning a unique data element to each visitor, the Site is able to recognize repeat users, track usage patterns and better serve you when you return to the Site. The cookie does not extract other personal information about you, such as your name or address. Most browsers provide a simple procedure that will enable you to control whether you want to receive cookies by notifying you when a website is about to deposit a cookie file. Most cookies expire after a defined period of time, or you can delete your cookie file at any time you choose. In addition, you can set your browser to notify you when you receive a cookie so that you can decide whether to accept or reject it.

GOVERNING LAW. The Terms and the Site shall be governed by, and construed in accordance with, the laws of the State of New York. You hereby consent to the exclusive jurisdiction of the state and federal courts sitting in the Manhattan Borough of the City of New York, State of New York respecting any claim or legal action relating to the Terms or the Site.

SEVERABILITY. The Terms and your agreement to the Terms represent the entire agreement between the Firm and the user relating to the subject matter herein. If, for any reason, a court of competent jurisdiction finds any provision of the Terms to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the Terms, and the remainder shall continue in full force and effect.

ANY RIGHTS NOT EXPRESSLY GRANTED HEREIN ARE RESERVED.