Terms of Use

By accessing the password-protected section of the website of Curatio Capital, you agree to be legally bound by these Terms and Conditions.

The Curatio Capital Website and all information and functionality contained within it are not directed at or intended for use by any person resident or located in any jurisdiction where the distribution of such information or functionality is contrary to the laws of such jurisdiction or such distribution is prohibited without obtaining the necessary licenses or authorisations by Curatio Capital and such licenses or authorisations have not been obtained.

Please consult the applicable additional legal information for your relevant country. Persons who are prohibited from accessing such websites by the legal system of their state are not allowed to access this website.

If you do not agree to these Terms and Conditions, do not request a password which is necessary to proceed to further web pages of the Curatio Capital Website.

“Curatio Capital” means any company of Curatio Capital including all the branches worldwide.

1.      Application and Scope of these Terms and Conditions

1.1.         These Terms and Conditions set out the basis of the password-protected website of Curatio Capital and are only applicable for this before mentioned website. Notification of these Terms and Conditions to you shall be effective on behalf of Curatio Capital from the date that you accept these Terms and Conditions by ticking of the box for your request of a password for the password-protected website of Curatio Capital.

1.2.         By requesting a password you enter into an agreement with Curatio Capital. The only purpose of this agreement is that you get the information that Curatio Capital provides you on the password-protected website.

1.3.         Where Curatio Capital provides certain separate and not in the following password-protected website included information such as service, or engages in certain activities with you, particularly, but without limitation, those relating to services in connection with investments e.g. insurance; financial affairs; arranging of bank transfer, finance and insurance transactions; monetary affairs; agencies for trading of securities; investment consulting; investment advisory services; financial consultancy; consultancy services relating to corporate finance; services of a broker; services relating to real estate brokerage, services to convey capital, services to convey capital investment projects, Curatio Capital requires you to enter into a separate written agreement, before being legally bound.

1.4.         In the event that you do enter or have entered into a separate written agreement, the respective terms of such separate agreement (such as a Financial Service Agreement (FSA) or Engagement Agreement (EA)) will be applicable solely and exclusively for the scope of the separate agreement (e.g. FSA /EA).

2.      No Offer

2.1.         Curatio Capital does not intend to provide investment, legal or tax advice through the Curatio Capital Website and does not represent that any services discussed are suitable for any borrower or investor.

2.2.         The information, documentation and opinions disclosed on the password-protected website constitute neither a recommendation nor an offer to enter into legal transactions of any kind.

2.3.         The information contained in the Curatio Capital Website is just for informational purposes. Any materials available on the Curatio Capital Website have no regard to the specific investment objectives, financial situation or particular needs of any specific recipient. Any document available on the Curatio Capital Website is published for information purposes and is not to be construed as a solicitation or an offer.

3.      No Warranty

3.1.         The information and materials contained on the Curatio Capital Website are provided “as is” and “as available”. Curatio Capital makes no representations or warranties of any kind, either explicit or implied, with respect to the information and functionality contained in the Curatio Capital Website, including but not limited to warranties of title, non-infringement, merchantability or fitness for a particular purpose. Without limiting to the foregoing, Curatio Capital does not warrant the accuracy, timeliness, completeness, reliability or availability of the Curatio Capital Website or the information or results obtained from use of the Curatio Capital Website, or that the Curatio Capital Website is free of errors, that errors are rectified or that the website or the respective server is free of viruses or any other harmful components.

3.2.         The materials should not be regarded by recipients as a substitute for the exercise of their own judgement. Any information or documents are subject to change without notice at any time. Curatio Capital is not under any obligation to update or keep current the information contained herein. When making a decision about your investments, you should seek the advice of a professional financial advisor.

4.      Limitation of Liability

4.1.         The content of this website having been prepared with all due care and as accurately as possible, no guarantee can be given that the content is up-to-date, correct or complete. All liability in respect of losses due to direct or indirect damage of any nature arising from the information of the password-protected website – which is only for informational purpose – and the use thereof (including negligence and third-party liability) is declined.

4.2.         Neither Curatio Capital nor any of our respective directors, officers, employees, contractors or agents shall be liable for any loss suffered by you under or in connection with these Terms and Conditions or any information, links, materials and documents on Curatio Capital’s website, unless such loss is determined by a final judgment of a court of competent jurisdiction to have resulted from our or their respective gross negligence, wilful default or fraud. Without limitation, Curatio Capital does not accept liability for any act you are doing on the basis of the Curatio Capitals website.

4.3. Neither Curatio Capital (unless Curatio Capital have expressly accepted an advisory role by a written agreement) nor any such person who gives any advice shall have any responsibility or liability whatsoever, whether in negligence or otherwise (other than fraud), in respect of any advice given, opinion expressed or representation made.

4.4. Neither the relationship between us, the services Curatio Capital provides or the activities Curatio Capital engage in, nor any other matter (including, without limitation, dealing with Curatio Capital or generally effecting Transactions or acting as referred to in these Terms and Conditions) will give rise to any fiduciary or equitable duties on our part.

4.5.         You will indemnify Curatio Capital and our respective directors, officers, employees, contractors and agents and hold each of us and them harmless from and against any claim, cost, loss, liability, fine, penalty or expense whatsoever and howsoever incurred (including, without limitation, any legal fees, costs or expenses) which may be suffered or incurred by us or them directly or indirectly arising out of or in connection with or as a result of any service or activity performed or not performed or action taken or not taken under these Terms and Conditions and any claims of third parties provided that you will not be responsible for any claims, costs, losses, liabilities or expenses which are finally determined by a court of competent jurisdiction to have resulted from our or their respective gross negligence, wilful default or fraud.

4.6 In the event that any legal action or proceeding is instituted or threatened by or against Curatio Capital or our respective directors, officers, employees, contractors or agents in respect of any action taken or omission made by us, it or them pursuant to, or as contemplated by, these Terms and Conditions, you will give Curatio Capital such assistance as Curatio Capital may reasonably require at your own expense.

5.      Confidentiality and Data Use

5.1.         Save as set out below, or as required by the law or competent authority, neither you nor Curatio Capital will disclose to any person without our or your prior consent, as the case may be, any confidential information obtained from or relating to the other party or any of its affiliates or relating to its or their affairs which has come into our or your possession, as the case may be, as a result of any dealings between you and Curatio Capital under these Terms and Conditions. However, Curatio Capital may disclose confidential information:

a.)     as required or requested permitted by Swiss Law or pursuant to a request by any authority having jurisdiction over us or any other authority (including, but not limited to, any competent statutory authority or competent judicial, governmental, supervisory or regulatory authority, law enforcement agency or by any court of competent jurisdiction or any other person or body providing clearing and/or settlement services), or where disclosure is necessary in our or their opinion to defend our or themselves in any actual or potential proceedings or investigation in or by such a court, regulatory or other authority;

b.)    where you have defaulted in the performance of any of your obligations under these Terms and Conditions, where-upon Curatio Capital may disclose to any interested person your name, address and such other information as Curatio Capital deem necessary or as that person reasonably requests;

c.)     where Curatio Capital believes it is necessary or desirable in connection with the performance or exercise by Curatio Capital of our obligations and/or rights under these Terms and Conditions;

d.)    to those officers, employees, contractors or agents in course of their duties, employment or engagement, in activities relating to the performance or exercise by Curatio Capital of our obligations or rights under or pursuant to these Terms and Conditions;

e.)     where the information has previously been or is subsequently publicly disclosed otherwise that as a result of a breach of this clause by Curatio Capital;

f.)     where the information becomes available to Curatio Capital from a source not known by us to be subject to an obligation to you to keep such information confidential; or

g.)     where you have consented to such disclosure.

5.2           Curatio Capital is not obliged to disclose to you or to take into consideration or utilise for your benefit any fact, matter or thing:

a.)     if in the opinion of Curatio Capital, disclosure of the information would or might be a breach of duty or confidence to any other person or render our or its employees liable to criminal, civil, regulatory or administrative proceedings; or

b.)    which comes to the notice of an officer, employee, contractor, agent or advisor of Curatio Capital and does not come to the actual notice of the individual or individuals making the decision or taking or not taking the step in question.

 

5.3           Curatio Capital will not have any obligation to disclose to you, or any other client, the nature or extent of any interest Curatio Capital has in any investment, unless obliged to do so by Swiss Law.

5.4           You, and any person connected to or representing you, accept that all or some communications (including telephone conversations) between you and Curatio Capital may be recorded by Curatio Capital. Such recordings will be our sole property, will, in the absence of manifest error, be conclusive evidence of the communications recorded and may be used as evidence in the event of a dispute

5.5           Curatio Capital, and our service providers, auditors and professional advisors may collect, use, store, disclose, transfer or otherwise process (“Process”) information relating to you, your affiliates or your or their shareholders, officers, employees, contractors, agents and other representatives (“your Connected Persons”) which is provided to us by you or your Connected Persons under these Terms and Conditions (“Personal Information”) for the purposes of administering these Terms and Conditions, client on boarding, anti-money laundering, credit checking, providing services to us and/or you, complying with our legal and regulatory obligations from Curatio Capital to you or your affiliates and other purposes (the “Purposes”). Curatio Capital may retain such Personal Information, in accordance with our data retention policies, after our agreement with you under these Terms and Conditions terminates.

5.6           For these Purposes only, Curatio Capital may transfer or disclose (“Disclosure”) Personal Information to the categories of person and in the circumstances identified in clauses 5.1 (a) to (g) above (which apply to disclosures of Personal Information as well as confidential information), wherever located throughout the world (including in countries without data privacy laws equivalent to those implemented in the EEA), although Curatio Capital will always protect your Personal Information in accordance with these Terms and Conditions. Personal Information will be protected by Curatio Capital policies and/or agreements providing a similar level of protection.

5.7           You consent to the Processing and Disclosure of your Personal Information as set out in this clause 5.5 and warrant that you have obtained, or will at the relevant time have obtained, the consent of your Connected Persons to such Processing and Disclosure of their Personal Information and have provided them with the other information set out in this clause 5.5.

5.8           You also agree that the Purposes may be amended to include other uses or disclosures of Personal Information (compatible with the original Purposes for which the Personal Information was collected) following notification to you (which you should pass on to any of your Connected Persons that will be affected) and you warrant that you have obtained, or will at the relevant time have obtained, the corresponding consent of your affected Connected Persons.

6.        Links

The Curatio Capital Website may contain third party content or links to third party websites. These content and links are provided solely for your convenience and information. Curatio Capital has no control over, does not assume any responsibility for and does not make any warranties or representations as to, any third party content or websites, including but not limited to, the accuracy, subject matter, quality or timeliness. Curatio Capital shall have no liability for third party content or websites or websites linking to or framing the Curatio Capital Website.

7.        Intellectual Property

7.1           Curatio Capital, or the applicable third party owner, retains all right, title and interest (including copyrights, trademarks, 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 Curatio Capital Website. Individual pages and/or sections of the Curatio Capital Website may be printed for personal or internal use only, and provided that such print outs retain all applicable copyright or other proprietary notices. All users must not, without limitation, modify, copy, transmit, distribute, display, perform, reproduce, publish, license, frame, create derivative works from, transfer or otherwise use in any other way for commercial or public purposes in whole or in part any information, text, graphics, images, video clips, directories, databases, listings or software obtained from the Curatio Capital Website without the prior written permission of Curatio Capital. Systematic retrieval of content from the Curatio Capital Website to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) or creating links to the Curatio Capital Website without written permission from Curatio Capital is prohibited.

7.2           The logo and Curatio Capital are among the registered and unregistered trademarks of Curatio Capital. Other marks may be trademarks of their respective owners. Except as noted above, you may not use any trademarks of Curatio Capital for any purpose without the written permission of Curatio Capital.

8.        Communication

8.1           You are recommended to communicate with Curatio Capital by using a secure channel if such channel is provided by Curatio Capital. In no event should you use ordinary E-mail to transmit personal or confidential information such as any account related data.

8.2           Curatio Capital shall not be liable to you or anybody else for any damages incurred in connection with any messages sent to Curatio Capital using ordinary E-mail or any other electronic messaging system.

9.        Severability Clause

To the extent that any provision of these Terms and Conditions is found by any competent court or authority to be invalid, unlawful or unenforceable in any jurisdiction, that provision shall be deemed not to be part of this Terms and Condition but such finding shall not affect the validity, lawfulness or enforceability of the remainder of these Terms and Conditions in that jurisdiction, nor shall it affect the validity, lawfulness or enforceability of these Terms and Conditions in any other jurisdiction.

10.     Conflict with Additional Terms

Certain websites or areas on the Curatio Capital Website may contain additional terms, conditions, disclosures and disclaimers (together “Additional Terms”). In the event of a conflict between these Terms and Conditions and the Additional Terms, the Additional Terms will govern those websites or areas.

11.   Force Majeure

In the event of any failure, interruption or delay in performance of our obligations resulting from acts, events or circumstances not reasonably within our control, including, but not limited to, industrial disputes, acts or regulations of any governmental or supranational bodies or authorities, breakdown, failure or malfunction of any telecommunications or computer service, Curatio Capital shall not be liable or have any responsibility of any kind for any loss or damage thereby incurred or suffered by you.

12.   General

12.1        You confirm and undertake that you will provide certified copies of all such documents as Curatio Capital may reasonably request.

12.2        Whenever Curatio Capital deals with you, it will always be on the basis that only you are our client (unless otherwise agreed in writing with you) and so, if you act on behalf of another person, whether or not you identify him, her or it to Curatio Capital, he, she or it will not be our indirect client for the purposes of Swiss Law.

12.3        These Terms and Conditions shall continue to bind you notwithstanding any amalgamation, merger or reconstruction that may be effected by you or Curatio Capital with any other company or companies and notwithstanding the sale, assignment or transfer of the whole or any part of your or our undertaking and assets to another company, and in the event of such amalgamation, merger, reconstruction, sale, assignment or transfer, all references in these Terms and Conditions to “you” or “us” shall, unless the context otherwise requires, be construed as including reference to your or our successors and permitted assigns.

12.4        Your rights under these Terms and Conditions are not capable of assignment by you and your obligations shall not, without our prior written consent, be capable of performance by anybody else.

 

12.5        The rights and remedies provided under these Terms and Conditions are cumulative and not exclusive of those provided by law. Curatio Capital shall be under no obligation to exercise any right or remedy either at all or in a manner or at a time beneficial to you. No failure by us to exercise or delay by us in exercising any of our rights under these Terms and Conditions or otherwise shall operate as a waiver of those or any other rights or remedies. No single or partial exercise of a right or remedy shall prevent further exercise of that right or remedy or the exercise of another right or remedy.

12.6        You acknowledge that you have not relied on or been induced to enter into these Terms and Conditions by a representation other than those expressly set out in these Terms and Conditions. Curatio Capital will not be liable to you (in equity, contract, tort or any relevant legislation) for a representation that is not set out in these Terms and Conditions and that is not fraudulent.

12.7        Subject to explicit definitions and unless the context otherwise requires, words used in these Terms and Conditions shall have the same meaning as under Swiss Law.

13.   Governing law

13.1        These Terms and Conditions shall be governed by and construed in accordance with Swiss law. Should a legal relationship, based on contract or on tort, result from the use of this website, any dispute, controversy or claim arising out of, or in relation to it shall be subject to Swiss law without regard to the conflict of laws provisions thereof.

13.2        For our exclusive benefit, subject as provided in clause 13.3 below, each of us irrevocably agrees that the courts of Switzerland are to have exclusive jurisdiction to settle any disputes (including claims for set-off and counterclaims) in connection with the creation, validity, effect, interpretation and/or performance of, or the legal relationships established by, these Terms and Conditions or otherwise arising under or in connection with these Terms and Conditions.

13.3        Notwithstanding the agreement in clause 13.2 above, Curatio Capital shall retain the right to bring proceedings against you in any other court of competent jurisdiction or concurrently in more than one jurisdiction.

13.4        You irrevocably waive any objection to any such court as is referred to in clauses 3.2 and 3.3 above on grounds of inconvenient forum or otherwise as regards proceedings in connection with these Terms and Conditions and further irrevocably agree that a judgment or order of any such court in connection with these Terms and Conditions shall be conclusive and binding on you and may be enforced against you in the courts of any other jurisdiction.

13.5        You and Curatio Capital irrevocably waive, to the fullest extent permitted by Swiss law, with respect to ourselves and our revenues and assets (irrespective of their use or intended use), all immunity on the ground of sovereignty or other similar grounds from i.) suit; ii.) jurisdiction of any court; iii.) relief by way of injunction, order for specific performance or for recovery of property; iv.) attachment of any assets (whether before or after judgement); and v.) execution or enforcement of any judgment to which you or Curatio Capital or our respective revenues or assets might otherwise be entitled in all proceedings (whether interlocutory or otherwise) in the courts of any jurisdiction and each of us irrevocably agrees, to the extent permitted by Swiss Law, that neither of us will claim any such immunity in any such proceedings.

Last update in November 2013.


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