These Terms of Service (“Terms”) govern your use of the services offered by KENWARD PARTNERS LLC (“Kenward Partners”, “we”, “us”, “our” and the “Company”) (the “Services”). Some of these Terms survive your use of the Services.
If you do not agree with any of these Terms, do not access or otherwise use the Services. Your use of the Services shall be deemed to be your agreement to abide by each of the Terms set forth below. In the event KENWARD PARTNERS LLC or any entity that, directly or indirectly, controls, is controlled by, or is under common control with KENWARD PARTNERS LLC, requires different terms to meet its regulatory or business requirements, such terms will be clearly provided to you and shall supersede these general Terms.
You agree that KENWARD PARTNERS LLC may make changes to these Terms and to the Services offered at any time. We will notify you of any such material revisions, but you are responsible for regularly reviewing these Terms. Your continued use of the Services shall constitute your consent to such changes.
1. Use of Services
By accessing the Services or by communicating with other participants, you agree to: (i) ensure at all times that information about you, provided by you or generated by you is true, accurate, current, complete and not misleading; and (ii) promptly comply with Kenward Partners’ request for specific action(s) or additional information. You are responsible for all activities that occur under your account. KENWARD PARTNERS may revoke your access to the Services at any time it determines that (a) you fail to fully comply with the foregoing obligations or with any provision of these Terms, or (b) your action or inaction in connection with the Services is inconsistent with Kenward Partners’ mission to ensure transparent, compliant and good faith activities, including the maintenance of high standards of commercial conduct and integrity.
2. General Obligations
When using our Services, you are promising not to violate the Platform Rules of Kenward Partners. Aside from your content, all information, documents and Services provided, including trademarks, logos, graphics and images (the “Materials”) are provided to you by KENWARD PARTNERS or other participants. Except as expressly stated herein, you acknowledge that all content and Materials shall be treated as confidential, and you have no right, title or interest in or to the Materials. Furthermore, you shall not use related content for any purpose other than seeking financing or assessing a potential financing opportunity through the Services.
By using the Services, you agree and acknowledge in each instance that KENWARD PARTNERS is not an agent or otherwise a responsible entity for any matter whatsoever with respect to any financing between a lender and a borrower, and KENWARD PARTNERS shall not be held liable to any party for any costs or damages arising out of or related to such transaction. Unless otherwise required by law, KENWARD PARTNERS retains sole discretion to reject or accept any application from any potential user to participate in the Services, for any reason or no reason at all.
3. KENWARD PARTNERS LLC
3.1 Overview and Services
KENWARD PARTNERS LLC operates exclusively as a debt advisory firm. The LLC shall provide the following types of services to its clients:
(a) Advisory services regarding commercial loans and credit facilities extended by banks and other institutional lenders, including review of financing structures and assessment of financing alternatives;
(b) Preparation of credit materials, business plans and financial models in support of applications for such loans and credit facilities;
(c) Identification of, and coordination with, prospective lenders on behalf of clients;
(d) Negotiation support regarding the terms of such loans and credit facilities;
(e) Advisory services regarding amendments, waivers, extensions and refinancings of existing loans and credit facilities; and
(f) Account management and coordination services for client engagements.
4. Overview
The Services are intended for companies, lenders and other institutions acting in the course of business, and are not intended for consumers or for individuals acting outside the course of a business.
5. User Rules
As a participant of the Services, you hereby agree as follows: that you have the right, authority, and capacity to agree to the Terms on your own behalf and on behalf of any entity for whom you are acting; that you are at least 18 years old; that you shall not use a false name or email address owned or controlled by another person; that you shall be solely responsible for maintaining the confidentiality of your password; that you will only provide content that you have a right to provide; and that you will conduct yourself in a professional manner in all of your interactions with KENWARD PARTNERS and with every other participant of the Services.
6. Obligations of Users
You will not, in connection with the Services: (a) defame, libel, disparage, threaten, harass or intimidate anyone; (b) violate the intellectual property, personal, privacy, or contractual rights of any person; (c) upload or transmit any malicious code; (d) interfere with or circumvent any security feature of the Services; or (e) market competing services to people identified through KENWARD PARTNERS without our prior written approval.
7. Privacy Policy
Your use of the Services is governed by Kenward Partners’ Privacy Policy, which may be amended from time to time.
8. Third-party Content
Third-parties may provide certain information and content to KENWARD PARTNERS (“Third-Party Content”). Such content is the copyrighted work of the creator/licensor and may be subject to terms of use and/or privacy policies of such third-parties.
9. Mobile Sites
The Services may be accessible via mobile phone, tablet or other wireless device. Your mobile carrier’s normal messaging, data, and other rates and fees will apply.
10. California Users
Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about KENWARD PARTNERS must be sent via certified mail to the business address maintained in our records.
11. Groups Code of Conduct
Kenward Partners may allow participants to join groups, communities or similar shared spaces. All such groups will be strictly monitored for adherence to these Terms.
12. No Securities Activity
KENWARD PARTNERS does not offer, sell, solicit, place or arrange securities of any kind, and nothing in the Services constitutes an offer to sell or a solicitation of an offer to buy any security. Any financing in connection with the Services is extended directly by a third-party lender, subject to that lender’s own credit approval, due diligence and documentation.
13. Third-Party Services
Our website and Services may include links or embedded content to other websites whose terms of use may differ. When you use a link or access certain features, the terms of service of the other website will apply.
14. Non-public Information
You may be required to provide non-public information to a third party of KENWARD PARTNERS in connection with the Services and accept that provider’s terms of service and privacy policy. You authorize Kenward Partners to collect and share with that provider your personal information for the purpose related to the Services provided.
15. Miscellaneous Terms
We may amend these Terms at any time in our sole discretion, effective upon posting the amended Terms, or by communicating these changes through any written contact method we have established with you. Your use of the Services following the date on which such amended Terms are published will constitute consent to the Terms.
16. Governing Law
These Terms and all aspects of the Services shall be governed by and construed in accordance with the internal laws of the United States and the State of Delaware, without regard to conflict of laws provisions.
17. Injunctive and Equitable Relief
Nothing in these Terms shall prevent KENWARD PARTNERS from seeking injunctive or equitable relief with respect to these Terms, in the event of any breach or anticipatory breach by you.
18. Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy or claim related to these Terms (“Dispute”), you and KENWARD PARTNERS agree to first attempt to negotiate any Dispute informally for at least thirty (30) days before initiating any arbitration or court proceeding.
19. Binding Arbitration
If you and KENWARD PARTNERS are unable to resolve a Dispute through informal negotiations, either you or KENWARD PARTNERS may elect to have the Dispute finally and exclusively resolved by binding arbitration in the State of Delaware, in accordance with the rules of the American Arbitration Association (AAA). YOU UNDERSTAND THAT ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL.