Thank you for visiting the website of Wellspring Capital Management Group LLC and its affiliates (together, “Wellspring”, “we” or “us”). By accessing this website (the “Site”), you acknowledge and agree to accept the following Terms of Use pertaining to the use of the Site, which constitute a legal agreement between you and Wellspring.

Your visit to this Site is subject to these Terms of Use and our Privacy Policy. By visiting the Site, you agree to these Terms of Use and our Privacy Policy, which may be updated by us at any time. If we update our Terms of Use, we will post the updated Terms of Use here. Any such changes will be effective upon posting. You should consult the “Terms of Use” on this Site each time you visit the Site. If you do not agree with it, you should not use the Site.

If you have any questions or comments about these Terms of Use, please contact us at info@wellspringcapital.com, Wellspring Capital Management Group LLC, 605 Third Avenue, 44^th Floor, New York, NY 10158, (212) 318-9800.

1. Uses of Our Site and Content

All content and information, and all trademarks, logos, copyrights and other intellectual property displayed on the Site is owned by Wellspring or its respective owners. By visiting this Site you agree to the following with respect to the content and information on the Site (the “Content”).

• Wellspring grants you a limited, revocable, nonexclusive and nontransferable right to view, store, bookmark, download, copy and print pages from the Site solely for your personal and noncommercial use only.
• You may not use any trademark, service mark or logo of Wellspring or any third party that appears on the Site without prior written consent.
• You agree not to copy portions of the Site (such as by bots, robots or spiders that “harvest” the Site), interfere with the functioning of the Site or restrict or inhibit any others from using the Site.
• If you download any pages from the Site, you agree that you will not remove or obscure any copyright or other notices or legends contained in any such Content. You may not alter or modify the Content in your copies.
• Unless you receive our permission in advance, you may not exploit any of the Content commercially, forward it as a mass distribution, post it on another site, or otherwise copy, distribute or modify any portion of the Site.
• If you link other websites to this Site, you may not imply or suggest that Wellspring has endorsed or is affiliated with such websites and you may not display this Site as “framed” within another website.
• You may not (and may not encourage or assist others to) violate any law, regulation, rule or the intellectual property or contractual rights of others, or attempt to violate the security of this Site or use or gain access to the identities, information or computers of others through this Site.
• You may not delete, decompose, decompile, reverse engineer, disassemble or otherwise deconstruct all or any portion of this Site.
• You may not transmit any virus, worm, time bomb or similar system interference or corruptant through this Site.

Wellspring has the right (but not the obligation) to monitor this Site for any unauthorized or objectionable conduct and to take all appropriate actions in response, without notice to you. and we may at any time revoke your right to use all or any portion of the Site. Wellspring may investigate any complaint regarding or suspected violation of these Terms of Use, and may report any activity relating to this Site to regulators, law enforcement officials or other persons or entities that it deems appropriate.

2. Investment Disclaimers

This Site is for general informational purposes only. Under no circumstances should any information or materials presented on the Site be used or construed as an offer to sell, or a solicitation of an offer to buy, any securities, financial instruments, investments or other services. Dated content speaks only as of the date indicated.

This Site does not provide specific investing advice or strategies to any individual. The investments and strategies discussed in the Content may not be suitable for all investors and are not obligations of or guaranteed by Wellspring or any of its affiliates. The investments are not bank deposits and are not insured by the Federal Deposit Insurance Corporation or any other entity and are subject to investment risks, including the loss of the principal amount invested. Nothing contained on the Site constitutes investment, legal, tax or other advice nor is to be relied on in making an investment or other decision. Decisions based on the Content are the sole responsibility of the user. If you would like investment, accounting, tax or legal advice, you should consult with your own financial advisors, accountants or attorneys regarding your individual circumstances and needs. You agree that Wellspring is not liable for any action you take or decision you make in reliance on any Content. Wellspring will not treat users of the Site as its partners, clients, customers or investors by virtue of their accessing the Site.

With respect to any statement made by a portfolio company executive about Wellspring in case studies or videos, it should be noted that Wellspring, due to its ownership interest in, and/or governance rights over, a portfolio company, is often in a position to influence decisions regarding executive compensation, executive hiring and firing, and other similar matters in relation to that portfolio company. Such relationship, ownership interest and/or governance rights give rise to potential conflicts of interest on the part of portfolio company executives who make statements about Wellspring.

PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. No representation is being made that any investment or transaction will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided. The investment return and principal value of an investment may fluctuate, and, as a result, with respect to products which provide for redemptions, your redemption value may be more or less than original cost.

The Site contains forward-looking statements, which reflect our current views with respect to, among other things, the operations and performance of our businesses. You can identify these forward-looking statements by the use of words such as “outlook,” “believe,” “expect,” “potential,” “continue,” “may,” “should,” “seek,” “approximately,” “predict,” “intend,” “will,” “plan,” “estimate,” “anticipate” or the negative version of these words or other comparable words. Forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

Any transactions described on the Site as having been engaged in by Wellspring are included as representative transactions for illustrative purposes only, and may not be representative of all transactions engaged in by Wellspring.

3. International Use

The Site is operated and controlled by us in the United States, and the Content provided in or accessible through the Site is, unless otherwise specified, directed at residents of the United States. Despite the global nature of the Internet, Wellspring makes no claims that the Content or the Site are appropriate or may be viewed or used outside the United States. Access to the Site from countries or territories where such access is illegal is prohibited. Wellspring makes no representations that the transactions, products or services discussed on or accessible through the Site are available or appropriate for sale or use in all jurisdictions or by all users. Those who access the Site from outside the United States do so on their own initiative and are responsible for compliance with local laws, rules and regulations.

4. Linked Sites

Wellspring does not review or monitor any websites linked from or to the Site and is not responsible for the content of any such websites, or any products or services contained on or accessible through such other websites, their terms of use or privacy policies. You are advised to review the terms of use and privacy policies of any website that you visit. Wellspring disclaims responsibility for the privacy policies and customer information practices of third-party internet websites linked from the Site.

5. Transmission to and from the Site

Any communication or content that you send to the Site is and will be deemed to be non-confidential as between you and us, and Wellspring will be free to use, modify, reproduce and distribute it for any purpose without compensation to you.

6. Limitation of Liability and Disclaimers

Wellspring, its affiliates and its and their respective officers, directors, managers, partners, members, shareholders, employees, affiliates and agents (collectively “Related Persons”) make no representations or warranties and specifically disclaim any and all warranties of any kind, express or implied, with respect to the Site and the Content, including any representations or warranties with respect to merchantability, fitness for a particular purpose, title, non-infringement, availability, security, accuracy, freedom from viruses or malware, completeness, timeliness, functionality, reliability, sequencing or speed of delivery. Your use of the Site and the Content is on an “as is” and “as available” basis.

In no event shall Wellspring, its affiliates or its Related Persons be liable to any party for any claims, liabilities, losses, costs or damages under any theory, including but not limited to any direct, indirect, punitive, special, incidental, or consequential damages arising out of in connection with any access, use (or inability to use) or distribution of the Site, or any Content therein. This is true even if Wellspring has been advised of the possibility of such damages or losses.

7. Governing Law and Forum

The laws of the State of New York govern these Terms of Use. Any dispute relating to these Terms of Use or your use of the Site shall be resolved solely in the state or federal courts located in New York City. You agree to waive trial by jury in any such action.