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Datasite Home
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* FOR BUSINESS

Everything we do is designed to make your life a little easier. To help
you get your work done as quickly and as productively as possible. Your
deal is our business.

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* * Corporate Development
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* CORPORATE DEVELOPMENT

Corporate development professionals rely on Datasite M&A software for
their sensitive transactions. Whatever deal stage, our M&A platform
puts you in control.

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* * Sell-Side M&A
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* Sell-Side M&A
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* INVESTMENT BANKING

The premier SaaS solutions for the M&A lifecycle. Working with
boutique, middle market, and bulge bracket banks on transactions in
over 170 countries.

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* * Preparing the Deal
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* LAW FIRMS

Datasite is the premier legal due diligence solutions provider for M&A
practitioners and law firms globally. More than a virtual data room,
Datasite allows for automation of legal workflow across the entire deal
lifecycle.

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* * Preparing for the Deal
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* PRIVATE EQUITY

Datasite empowers private equity professionals to advance with
confidence during every stage of the PE life-cycle & complete
transactions with ease.

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* FOR INDUSTRIES

We are Datasite. Creators of momentum, eliminators of doubt and builders
of tomorrows. The leading SaaS provider for the M&A industry, we give
dealmakers around the world the tools they need to succeed across the
entire deal lifecycle.

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Whether you’re working on M&A, capital markets, or restructuring –
Datasite helps energy & power companies complete transactions faster
than ever.

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* FINANCIAL INSTITUTIONS

Datasite supports the entire M&A lifecycle helping Financial
Institutions to transact with confidence and act quickly while keenly
managing risks & regulations.

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* HEALTHCARE & LIFE SCIENCES

Whether you’re looking at a licensing, listing or M&A, achieve your
objective quickly and keep sensitive data secure with Datasite.

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* INDUSTRIALS

From manufacturing to transportation to defense, we understand the
needs of your sub-sector. Datasite can help you keep your sensitive
information secure.

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Learn about the solutions available for making better, more secure
technology deals happen with Datasite Diligence virtual data rooms.

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* CONSUMER & RETAIL

Consumer and retail brands have seen a wave of recent activity, as
organizations strengthen balance sheets and take advantage of strategic
opportunities. Datasite has helped dealmakers act quickly while
managing a wide range of stakeholders.

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* Real Estate

* REAL ESTATE

Real Estate dealmakers operate at the intersection of complex
regulations and mine-able locations. To extract maximum value from this
equation they need a superior data room that allows for collaboration
between local officials, deal teams and lenders.

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* By Need

* BY NEED

The best people. And the best technology – a SaaS platform that works
across the M&A lifecycle. However you do your deals. This is the place to
make them.

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* * Restructuring
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* DATASITE FOR RESTRUCTURING

Datasite solves the largest challenges you face to effectively work
through corporate restructuring and reorganization.

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* DATASITE FOR IPOS

Datasite ensures a secure and agile IPO process management for issuers,
advisors, and underwriters. Our solutions, support and 25+ years
experience, keeps your IPO secure and your team nimble to optimize
outcomes.

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* * Your Complete SPAC Space
* Your Complete SPAC Space
* Buy-Side

* DATASITE FOR BUY-SIDE

Tired of messy, overly-manual sell-side reviews? Luckily, there’s a
better way. Find out how top buyers are creating centralized,
repeatable processes from the comfort of their own data room.

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* Sell-Side

* DATASITE FOR SELL-SIDE

Our solutions empower dealmakers with the broadest reach to maximize
valuations, breakthrough technology to breeze through due diligence,
and insights to generate the best deal outcomes.

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*
* Platform
* Overview

* OVERVIEW

Datasite's virtual data room suite is the best way to manage any due
diligence process and share sensitive data. We make sure every aspect of
your deal is covered. Our virtual data room consists of four core
products that help you and your team automate the entire end-to-end M&A
lifecycle.

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* * Data Room
* Deal Marketing
* Deal Preparation
* Acquisition
* Deal Team
* Data Room

* DATASITE DILIGENCE™

Datasite Diligence Virtual Data Room (VDR) includes sophisticated
analytics, an integrated redaction tool, ironclad security &
world-class support with fast setup.

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* DATASITE OUTREACH™

Whether compiling buyer lists, or executing outreach activities and
managing NDAs, Datasite Outreach is your essential resource for the
deal marketing process.

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* DATASITE PREPARE™

Datasite Prepare accelerates deal preparation with AI indexing, smart
categorization, redaction & VDR integration to bring you into due
diligence with a click.

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* DATASITE ACQUIRE™

Take control of your process with Datasite Acquire, the first deal
management platform designed just for you. Create a centralized,
repeatable process from the comfort of your own VDR.

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* Deal Team

* DATASITE EXPERIENCE™

A data room is only as good as the people behind it. We’re your
partners for ensuring speed, confidence, and successful results on
every transaction.

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* Datasite for You

* DATASITE FOR YOU

The Datasite value is unique to each customer. Tell us a little about
yourself, and we’ll propose a solution that drives the greatest ROI for
you and/or your client.

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* Security & Compliance

* SECURITY & COMPLIANCE

Trust, privacy, compliance and security are central to everything we do
at Datasite. For over 25 years you have entrusted us with your most
sensitive information. We take this responsibility seriously,
continuously investing in industry-leading security across all aspects of
our business.

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* Resources
* What is a Data Room?

* WHAT IS A DATA ROOM?

Get a basic understanding of what a data room is and why it's a powerful
tool for M&A, as well as many other applications.

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* Data Room Training

* DATA ROOM TRAINING & CERTIFICATION

The virtual data room (VDR) training and certification program is
designed for individuals, businesses, and universities alike. Its sole
purpose is to help people who are entering the working environment be
fully prepared and conversant with one of the key tools they’ll be using.

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* FAQs

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Questions about Datasite, M&A, or Data Rooms? We have the answers for
you.

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* Insights

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Read all about the latest M&A trends and best practices. And stay ahead
of the game with exclusive analysis from our market-leading M&A software.

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* EVENTS & WEBINARS

Stay up to date with the latest developments and innovation in M&A. Join
us at one of our live events, and learn something new.

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* DEALMAKER'S CIRCLE

Help identify the technology needs of dealmakers across the M&A industry.
Sign up for the Dealmaker's Circle and shape the future.

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* Company
* About

* ABOUT

The best people. And the best technology – a SaaS platform that works
across the M&A lifecycle. However you do your deals. This is the place to
make them.

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* Careers

* CAREERS

Ready for the next big challenge? Grow your career, and join our
experienced global team, transforming the world of M&A software.

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Keep up with our latest media coverage and press releases. And get the
breaking news on our technology, partnerships, awards and people.

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* Success Stories

* SUCCESS STORIES

Datasite, the maker of Datasite Diligence virtual data room platform,
helping dealmakers in more than 170 countries (and every industry) close
more deals, faster. See our success stories.

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* Awards & Recognition

* AWARDS & RECOGNITION

The judges agree. Buying or selling. Restructuring or fund raising.
Acquiring or divesting. Datasite is the place get you there faster. The
best people and the best technology. This is the place where deals are
made.

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we’ll get you started with a dataroom in no time.

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* SUPPORT

Get the world-class support you need, anytime, anywhere. We’re available
24/7/365, in up to 20 languages.

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Effective as of September 18, 2020

This section applies to users who access Datasite’s public website.

By viewing Datasite's Website, you agree to the following terms and conditions:

NOTHING CONTAINED ON THIS WEBSITE CREATES ANY CONTRACT OR RIGHT OF ACTION
AGAINST DATASITE. IT IS OFFERED SOLELY AS A SERVICE TO CURRENT AND POTENTIAL
CUSTOMERS OF DATASITE AND DATASITE MAKES NO WARRANTIES, EXPRESS OR IMPLIED,
REGARDING THE INFORMATION CONTAINED HEREIN.

© 2020 Datasite, ALL RIGHTS RESERVED. “Datasite” is a registered trademark of
Datasite in the United States and other countries. No part of this Website may
be reproduced or transmitted in any form or by any means, electronic or
mechanical, including photocopying, recording, digital transmission, imaging or
any other information storage and retrieval system, without the written
permission of Datasite. No copyright is claimed for public domain materials, but
copyright is asserted in the editorial content applied thereto. No portion of
this Website may be downloaded for other than personal, short-term use without
the advance written permission of Datasite.

Contact:

General Counsel
Datasite LLC
Baker Center, 733 S. Marquette Ave, Suite 600 Minneapolis MN 55402
Datasitelegal@datasite.com

Datasite's Website is designed to provide accurate and current information with
regard to the subject matter covered. The Website must be read and used with the
understanding that neither Datasite nor any of its subsidiaries, affiliates,
successors or assigns are engaged in rendering legal, accounting, financial, or
other professional advice. If expert assistance is required, the personalized
service of a competent professional should be sought. Persons using the Datasite
Website when dealing with specific legal or financial matters should research
original sources of authority. Datasite is not responsible for any actions or
inactions of other Website publishers linked to Datasite's Website, including
but not limited to violations of copyright, trademark, trade dress, privacy,
government secrets, or any other personal or proprietary rights of any
individual or organization.

Please be aware that certain Internet access providers “cache” Websites: that
is, store the images for later viewing by their customers without refreshing the
information on a daily basis. Therefore, you may be looking at an obsolete
version of this or any other site.

Links to Third-Party Sites

Datasite's Website contains links to other Websites. Datasite is not responsible
for the contents of any linked site. Datasite does not endorse any links; they
are provided only for your convenience.

Datasite Diligence™, Datasite Outreach™ and Datasite Acquire™

This section applies to users of the Datasite Diligence™, Datasite Outreach™ and
Datasite Acquire™. If you only use our public website, this section does not
apply to you.

You have been authorized by our client (the “Company”) to upload, access, view,
share, email, post, publish, transmit or otherwise make available certain of
their documents or other materials such as the text of, or attachments to, a
publication or comment (the “Documents”) contained on this website (the
“Service,” “Website” or “Site”) for a project (the “Project”). Access to and use
of this Website and the Documents, information, materials and services available
through this Website, standalone software utilities designed for use with the
Service, or through certain web portals branded by a third party are subject to
applicable laws and regulations and these Terms of Use.

You may not access the Service if you are our direct competitor, except with our
prior written consent. In addition, you may not access the Service for any
competitive purposes.

BY CLICKING ON THE “ACCEPT” BUTTON, YOU INDICATE ACCEPTANCE OF THESE TERMS OF
USE AND THE LIMITATION OF LIABILITY SET OUT HEREIN. SUCH ACCEPTANCE IS ON YOUR
OWN BEHALF AND ON BEHALF OF ANY CORPORATE ENTITY THAT EMPLOYS YOU OR THAT, YOU
REPRESENT IN CONNECTION WITH THE PROJECT (“CORPORATE LICENSEE”). IN THESE TERM
OF USE, “YOU” INCLUDES BOTH YOU INDIVIDUALLY AND ANY CORPORATE LICENSEE. IF,
AFTER HAVING CAREFULLY READ THESE TERMS OF USE, YOU DO NOT ACCEPT THESE TERMS OF
USE, YOU SHOULD EXIT THIS WEBSITE IMMEDIATELY. BY CONTINUING TO USE THIS
WEBSITE, YOU ARE BOUND BY THESE TERMS OF USE (AS VARIED FROM TIME TO TIME) FOR
YOUR INITIAL USE AND ALL FUTURE USES OF THE SITE. YOUR ELECTRONIC ACCEPTANCE OF
THESE TERMS OF USE HAS THE SAME EFFECT AS IF YOU PHYSICALLY SIGNED AN AGREEMENT
WITH US.

Datasite LLC or its affiliates (collectively "Datasite") may change the Terms of
Use from time to time. The latest Terms of Use are posted on the Website. It is
your responsibility to regularly review the Terms of Use on the Website to
ensure that you have an understanding of the current Terms of Use under which
you are permitted to access this Website.

General Terms and Conditions:

Datasite grants you a non-exclusive, non-sublicensable, terminable, revocable,
non-transferable license (the “License”) to access the Website solely to upload,
access, share, email, post, publish, transmit or otherwise make available and
view the Documents for the purposes of the Project and use Services made
available to you through the Website. In consideration of the grant of the
License, you represent and warrant that you will access and use the Service only
for Project(s) you are authorized to access and in accordance with these Terms
of Use. You will not attempt to access other projects that you are not
authorized to access, nor other Datasite information that you are not authorized
to access. The License and your log-on data (“Password” and “User ID”) are only
granted to the individual accepting this Agreement and may not be shared with
anyone else. You also agree that you will neither register nor use any ID for
group purposes or as a role account (nor permit the same). Datasite may block
access to the Service without notice for any ID used for group purposes or as a
role account. You agree to take all reasonable and prudent steps not to let any
other person learn or use the ID or password assigned to you except Datasite
customer support staff as necessary and will promptly notify Datasite if you
become aware of another individual learning of or using your User ID or
password. You may be required to download and/or install additional software
(e.g., certain software plug-ins or software applications) in order to access
certain data on the Service.

Disclaimer of Liability:

THE SERVICE IS PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR
IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA,
SERVICES, UNINTERRUPTED ACCESS, OR PRODUCTS PROVIDED THROUGH OR IN CONNECTION
WITH THE SERVICE. SPECIFICALLY, DATASITE DISCLAIMS ANY AND ALL WARRANTIES,
EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO: (1) ANY
WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, OR CONTENT OF
INFORMATION, DOCUMENTS, PRODUCTS OR SERVICES ON THIS SITE; (2) ANY WARRANTIES OF
TITLE, WARRANTY OF NON-INFRINGEMENT, WARRANTIES OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE; (3) ANY WARRANTIES RELATING TO DELAYS, INTERRUPTIONS,
ERRORS, OR OMISSIONS IN THE OPERATION OF THIS SITE OR ANY PART OF IT; (4) ANY
WARRANTIES RELATING TO THE TRANSMISSION OR DELIVERY OF THIS SITE OR ITS
AVAILABILITY AT ANY PARTICULAR TIME OR LOCATION; AND (5) WARRANTIES RELATING TO
WEBSITES TO WHICH THIS SITE IS LINKED.

IN NO EVENT WILL DATASITE (INCLUDING ITS CURRENT AND FORMER SHAREHOLDERS,
DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS) OR ANY THIRD-PARTY PROVIDER BE LIABLE
TO YOU IN RELATION TO THESE TERMS OF USE FOR ANY INDIRECT, INCIDENTAL, SPECIAL,
EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION LOSS OF
PROFITS, LOSS OF BUSINESS OPPORTUNITY, LOSS OF REVENUES OR SAVINGS, LOSS OF DATA
OR COSTS OF RECREATING LOST DATA) WHETHER BASED ON CONTRACT, TORT OR ANY OTHER
LEGAL THEORY, EVEN IF DATASITE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. THIS LIMITATION UPON DAMAGES AND CLAIMS IS INTENDED TO APPLY WITHOUT
REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR HAVE
BEEN HELD TO BE INVALID OR INEFFECTIVE.

FURTHER, THE AGGREGATE LIABILITY OF DATASITE (INCLUDING ITS CURRENT AND FORMER
SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS) AND ANY THIRD-PARTY
PROVIDER TO YOU IN RELATION TO THESE TERMS OF USE WILL NOT IN ANY EVENT EXCEED
THE AGGREGATE AMOUNT OF ONE THOUSAND DOLLARS ($1,000.00). THE FOREGOING
NOTWITHSTANDING, NOTHING IN THESE TERMS OF USE SHALL EXCLUDE OR OTHERWISE LIMIT
ANY LIABILITY FOR (A) PERSONAL INJURY OR DEATH CAUSED DIRECTLY BY THE NEGLIGENCE
OF DATASITE OR A THIRD PARTY; OR (B) FRAUDULENT MISREPRESENTATION; OR (C)
WILLFUL MISCONDUCT. THE FOREGOING LIMITATIONS ARE A FUNDAMENTAL PART OF THE
BASIS OF THE BARGAIN HEREUNDER.

Ownership and Changes:

Except for the Documents (which are solely owned or licensed by the Company),
Datasite is the sole owner and/or authorized user of (a) all trademarks or
service marks appearing on this Website (other than those provided by our
clients), (b) all photographs, images, audio, music, text, animations, and
applets incorporated into this Website, (c) the “look and feel” of the Website,
and (d) all software, analytics, reports contained on the Website or otherwise
provided to you in connection with your or others use of the Service (“Datasite
Software”). Datasite is also the copyright owner or licensee of the content
and/or information on this Website, including but not limited to any icons,
designs and screens appearing on the Website. If you make use of this Website,
except as otherwise provided in these Terms of Use, you may violate copyright
and other laws of the United States or other countries, confidentiality
agreements, as well as applicable state laws, and may be subject to penalties.
Datasite reserves the right at any time to suspend or discontinue this Website
(or any portion thereof) and change any information on this Website, including
but not limited to revising and/or deleting features or other information
without prior notice. Datasite will not be liable to you or to any third party
for any such modification, editing, deletion, suspension or discontinuance of
this Website.

Confidentiality:

“Confidential Information” means proprietary information owned by or otherwise
within the possession of a party, including, but not limited to, patented and
unpatented inventions, copyright, know-how, business and trade secrets,
marketing plans, financial information, computer programs (including source
code), data, listings, flowcharts, manuals, instructions, notes and other
documentation, other secret or confidential information related to the business
of the party.

All information obtained by you from the Website, including without limitation,
these Terms of Use, all security protocol used by Datasite in providing the
Service, the Datasite Software, all other software (including the software code,
documentation, and design and layout of the pages contained in and on the
Website) downloadable or otherwise used from the Website, and all features and
functionality of the Website are Confidential Information of Datasite and are to
be held in strictest confidence and not to be divulged to any other person. You
agree to use the highest degree of care to safeguard Confidential Information
contained on the Website and shall not at any time without the prior written
consent of Datasite publish, disclose or otherwise disseminate, duplicate or
use, directly or indirectly, Confidential Information of Datasite to or for your
own benefit or that of any of your employees or subcontractors or any other
third party. You may only use or disclose any personally identifiable
information about other users of the Service that you first learn through your
use of the Service for business purposes related to the transaction or project
being effectuated through the Service. This section does not apply to the
Documents contained on the Website, as such Documents belong to the Company;
however, your ability to disclose and/or use such Documents is governed by any
confidentiality agreements that you or the Corporate Licensee have entered into
with the Company.

Security:

We will use commercially reasonable security precautions on the Website to
promote the secure transmission of the Company’s Documents from the Website to
you. We may act on any instructions from the Company to prohibit access to any
user, and that by doing so, we are not liable to you or others for denying you
any access to the Website. The Company maintains a current list of all persons
authorized to access and operate the Website and will notify us of changes to
such list. In no event will we be liable to you or the Company for your
authorized or unauthorized access to the Website as a result of failure by you
to keep your User ID and Password confidential or otherwise.

Availability:

We will use commercially reasonable efforts to make the Website available for
your access seven (7) days a week, twenty-four (24) hours a day, except for
specific scheduled monthly downtime periods during which we will shut down the
service for the purposes of system upgrades, maintenance, and backup procedures
(“Scheduled Downtime”). The Scheduled Downtime is determined in our sole
discretion as required for major software upgrades and network maintenance.
There may be events that will make the system inaccessible for a limited amount
of time due to unforeseen software, hardware, network, power and/or Internet
outages (“Unscheduled Downtime”). Scheduled and Unscheduled Downtime may occur
during the term of the Project and that we will not be liable for any indirect,
incidental, special or consequential damages, including, without limitation,
loss of profits, loss of data, loss of purchase price or diminution in the value
of the transaction, arising as a result of Scheduled and/or Unscheduled
Downtime.

Documents:

The Company is the sole and exclusive owner or authorized licensee of any and
all rights, title and interest (including without limitation all Intellectual
Property Rights) in and to the Documents. The Company is solely responsible for
providing all Documents to Datasite and, by doing so, grants Datasite a license
only to the extent necessary for Datasite to provide the Service to you. The
Documents on the Website have been provided by the Company, and Datasite has no
responsibility for the accuracy of the Documents displayed on the Website.
Except as otherwise permitted by the Company, you will have no rights to use,
reproduce, display, modify or transfer the Documents or any derivative thereof.

Indemnification relating to Documents

If you post Documents to the Service for other users to view, you will hold
harmless and indemnify Datasite from and against any and all damages, losses,
costs and expenses (including reasonable attorneys' fees) incurred by Datasite
in connection with any action or proceeding brought by a third party (excluding
subcontractors and agents of Datasite) that is based on any material violation
by you of any applicable law, regulation, third-party right or third-party
agreement governing the posting or use of such End User Data.

Non-Datasite Applications

The Website may contain features designed to interoperate with web-based,
mobile, offline or other software applications that is provided by you or a
third party and interoperates with the Website (“Non-Datasite Applications”).
Datasite does not warrant or support Non-Datasite Applications. If you choose to
use a Non-Datasite Application with the Website, you grant Datasite permission
to allow the Non-Datasite Application and its provider to access Website as
required for the interoperation of that Non-Datasite Application with the
Website.

Support:

We will provide customer support via a telephone help desk, which operates 24
hours/day, 7 days/week, to address and repair problems and to answer questions
regarding the use of the Website.

User Conduct:

Various laws exist throughout the world that regulate, among other items, stock
exchanges and over-the-counter markets, consumer privacy rights, consumer
protection from solicitation, advertising, SPAM, exporting of data, and in
general, electronic transmissions, including but not limited to protection from
fraudulent, libelous, defamatory, obscene, pornographic, threatening, hateful,
or otherwise objectionable information of any kind. You are solely responsible
for ensuring that your use of the Service is not in violation of any national or
international law. Your use of certain features of the Service may be audited by
regulatory agencies, your employer, the Company, and Company’s advisors. Certain
data from the Services may be retained in accordance with applicable retention
rules by Datasite, the Company, Company’s advisors or your employer for
regulatory requirements. Datasite may monitor the Service electronically from
time to time and disclose any information as necessary to satisfy any law,
regulation or other governmental request, to operate the Service properly, or to
protect itself or its subscribers. Datasite reserves the right to refuse to post
or to remove any information or materials, in whole or in part, that, in its
sole discretion, are unacceptable, inappropriate or in violation of these Terms
of Use.

While using the Service, you may not knowingly post or transmit any information
or software that contains a virus or other component harmful to Datasite’s data
systems, and you agree to use up-to-date, industry standard virus detection
tools to ensure that you do not transmit any such component. You may not
circumvent or attempt to circumvent any security protocol on the Website,
including but not limited to performing any penetration testing without
Datasite’s consent.

You shall not and shall not permit any third party to directly or indirectly use
the Website to communicate, by way of electronic communication or otherwise, any
message or material that (i) is libelous, harmful to minors, obscene or
constitutes pornography; (ii) infringes the copyrights, patents, trade secrets,
trademarks, trade names or other proprietary rights of a third party or is
otherwise unlawful; or (iii) would otherwise give rise to civil liability, or
that constitutes or encourages conduct that could constitute a criminal offense,
under any applicable law or regulation.

You may not (a) post, publish, transmit or exploit any information, software or
other material that is obtained through the Service for commercial purposes,
unless expressly permitted by the provider of such material; (b) post, publish
or transmit any information, software or other material obtained through the
Service that is protected by copyright or other proprietary right without the
permission of the copyright owner; nor (c) de-compile (save as and to the extent
that such right may not be excluded under applicable law), reverse engineer,
disassemble, sublicense or create derivative works from the Website or Datasite
Software.

Termination:

Datasite may in its sole discretion deny you access to the Website, to the
Datasite Software, to any Documents, or to access third-party services, or
information on the Internet through the Website, In addition, your access to the
Website will immediately terminate upon the earlier of (i) the Company’s
request, (ii) completion of the Project, (iii) termination of our agreement with
the Company, or (iv) Datasite’s decision, should Datasite believe that you have
violated any of these Terms of Use or if your name is found on the Specially
Designated Nationals list. Upon termination of your access to the Website for
whatever reason, the License will automatically terminate and you agree to: (i)
immediately cease all access to and use of the Website through any means and
(ii) promptly destroy all items pertaining to the Service, including without
limitation, all copies of screens, all Documents, all “cache” files, all
Confidential Information of Datasite, all on-line help information, all
documentation relating to the Service and your User ID and Password. You agree
to promptly provide Datasite with written certification of your compliance with
the terms of this paragraph upon Datasite's request.

Privacy:

By agreeing to these Terms of Use, you acknowledge you have read and understood
the terms of our Privacy Notice HTTPS://WWW.DATASITE.COM/PRIVACY-NOTICE. With
the exception of Personal Data (as defined in our Privacy Notice), any
communication or material you post or transmit to Datasite over the Internet is,
and will be treated as, non-confidential and non-proprietary (excluding
communications on the Website related to the Project). Upon the transmission of
any Personal Data to us, you expressly grant permission to us to disseminate
and/or use such information for any lawful purpose as detailed in our Privacy
Notice.

Miscellaneous:

The Website is controlled by Datasite from its offices within the United States
or the European Union, depending on the Project owner’s designation. Servers
hosting data on the Website are located either in the United States for North
and South America based Projects and Germany for non-Amercias based projects.
Access to, or use of, this Website or information, materials, products and/or
services on this Website may be prohibited by law in certain countries or
jurisdictions. You are responsible for compliance with any applicable laws of
the country from which you are accessing this Website. If you are located in
North or South America, these Terms of Use and the relationship between you and
Datasite shall be governed by and construed in accordance with the law of the
State of Minnesota, United States, and each party irrevocably agrees to submit
to the exclusive jurisdiction of the courts located in St. Paul or Minneapolis,
Minnesota over any claim or matter arising under or in connection with these
Terms of Use or the legal relationships established by these Terms of Use. If
you are located outside North or South America, these Terms of Use and the
relationship between you and Datasite shall be governed by and construed in
accordance with the law of England and Wales, and each party irrevocably agrees
to submit to the exclusive jurisdiction of the courts of England and Wales over
any claim or matter arising under or in connection with these Terms of Use or
the legal relationships established by these Terms of Use. You may not assign,
novate or otherwise transfer any rights or obligations under these Terms of Use
without Datasite's prior written consent. If your Company has a written
agreement with Datasite in place for the use of the Service, the terms of such
written agreement will prevail over any inconsistent terms of these Terms of Use
relating to the use of the Service by you on Company's behalf. Except as
otherwise specified in a written agreement with a Company, these Terms of Use is
the complete and exclusive statement of the agreement between you and Datasite
and supersedes any and all other proposals or agreements, written or oral, and
any other communications between you and Datasite relating to your use of the
Service (and you shall have no right of action (except in the case of fraud)
against Datasite in connection with any such proposals, agreements or
communications). If any provision of this Terms of Use is held to be
unenforceable for any reason, such provision will be reformed only to the extent
necessary to make it enforceable, and such holding will not impair the validity,
legality or enforceability of the remaining provisions. No waiver by Datasite of
any breach of any term or condition of this Terms of Use will constitute a
waiver of, or consent to, any subsequent breach of the same or any other term or
condition of this Terms of Use. Except as explicitly set forth herein, no other
act, document, usage, custom or course of dealing shall be deemed to amend or
modify this Terms of Use.

Notices, Contacting Datasite:

Any notices in relation to or questions regarding these Terms of Use or any
other matter, you may contact us by writing to Datasite LLC, Baker Center, 733
S. Marquette Ave, Suite 600 Minneapolis MN 55402, or by e-mailing us at
datasitelegal@datasite.com.

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Google APIs will adhere to Google API Services User Data Policy, including the
Limited Use requirements.

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