Terms & Conditions
By accessing or using our website,
located at www.tudor.com or www.xantium.com, (the “Site”), you hereby accept and agree to comply with the
following terms and conditions (the “Terms and Conditions”). Your access to or use of the Site constitutes
your acceptance of the Terms and Conditions and is a binding agreement between you and Tudor Investment
Corporation, Tudor Group Holdings LLC, Tudor Capital Europe LLP, Tudor Capital Australia Pty. Ltd, Tudor
Capital Singapore Pte. Ltd. and their affiliates (collectively, “Tudor”, “we”, or “us”). The Terms and
Conditions govern your access and use of the Site, which includes any information, data, tools, products,
services and other content (together, “Content”) available on or through the Site.
To contact us,
please email info@tudor.com.
These Terms and Conditions may
be updated by us at any time. Every time you wish to use the Site, please check these terms to ensure you
understand the Terms and Conditions that apply at that time. Your continued use of the Site after any such
modifications constitutes your acceptance of the Terms and Conditions as modified. If you do not agree to
receive these legal notices and to abide by these Terms and Conditions for any reason you agree that your
sole and exclusive remedy is to discontinue accessing and using the Site.
These Terms and
Conditions refer to the following additional terms, which also apply to your use of the Site: Our Privacy
Notice
Nothing contained in these Terms and Conditions is intended to modify or amend any other
written agreement you may have with us that is currently in effect (“Other Agreements”). In the event of
any inconsistency between these Terms and Conditions and any Other Agreements, the Other Agreements will
govern.
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE SITE. EACH TIME YOU USE
THE SITE, YOUR USE INDICATES YOUR FULL ACCEPTANCE OF AND AGREEMENT TO ABIDE BY THESE TERMS AND CONDITIONS
IN ITS THEN CURRENT FORM, INCLUDING ANY MODIFICATIONS POSTED. IF YOU DO NOT ACCEPT THE TERMS AND
CONDITIONS, DO NOT USE THE SITE.
- Tudor grants you a limited right to use the Site. Your right to use the
Site is subject to your agreement to abide by these Terms and Conditions in their entirety, as well as
any other rules, procedures, policies, terms or conditions that govern all or any portion of the Site.
At any time and for any reason we may revoke your right to use all or any portion of the Site. You agree
not to violate or attempt to violate the security of the Site or to use the Site for any illegal
purposes.
- Intellectual Property. You acknowledge that the Site is protected by one
or more copyrights, patents, database rights, trademarks, service marks, trade dress, trade secrets
and/or other intellectual property and proprietary rights that are owned by Tudor and/or third parties.
All content included on the Site, such as text, graphics, logos, images, articles and other materials,
and any combination thereof, are the property of Tudor and/or third parties. The content appearing on
the Site includes copyrighted works that are protected under the copyright laws of the U.S. and other
countries and under various international treaties. You agree to abide by all applicable copyright and
other laws in regard to the Contents of the Site. “TUDOR” and other names and indicia of Tudor and its
products and/or services are exclusive trademarks and service marks of Tudor, and are registered in
various jurisdictions. Other product and company names appearing on the Site may be trademarks of their
respective owners, who may or may not be affiliated with Tudor. Nothing contained on the Site should be
construed as granting, by implication, estoppel or otherwise, any license or right to use any content or
trademark displayed on the Site without the written permission of Tudor or such other third party that
may own the content or trademark displayed on the Site.
- Restrictions on Use. You may not: (i) decompose, decompile, reverse
engineer, disassemble or otherwise deconstruct all or any portion of the Site; (ii) publish, broadcast,
retransmit, reproduce, repackage, frame, commercially exploit, create any derivative of or otherwise
redistribute all or any portion of the Site except as explicitly permitted in these Terms and
Conditions; or (iii) remove any copyright, trademark or other proprietary notice or legend contained on
(or printed from) the Site. Our prior permission is required for (i) any commercial use of materials on
this Site; (ii) making more than minimal copies of Site materials; and (iii) copying large portions of
the Site, such as by bots, robots or spiders that “harvest” the Site (other than for the purpose of
appropriately analyzing and indexing the Site for the purpose of providing an Internet search service,
Internet directory service, or Internet content directory). If you seek permission for such use of the
Site, please contact us at info@tudor.com. Any unauthorized use of
the images may violate copyright laws, trademark laws, the laws of privacy and publicity and
communications regulations and statutes.
- Representations and Warranties. You represent and warrant that: (i) you
have full authority and all rights necessary to enter into and fully perform all of your obligations
pursuant to these Terms and Conditions; (ii) you have not and you will not enter into any agreement or
perform any act which might contravene the purposes and/or effects of these Terms and Conditions; (iii)
you will not delete any Content on the Site.
- No offer of employment. The Site does not constitute an offer or promise
of employment with respect to any employment position described on the Site. Without notice, Tudor may
eliminate, modify or change any aspects of any employment position described on the Site. This Site does
not provide binding employment offers or any terms or conditions of employment. Any employment offer
that may ensue as a result of your submission of information to Tudor shall be solely in accordance with
the specific terms of such employment offer, not the terms of the Site.
- No Offer or Advice. All Content (i) is provided for general, informational
purposes only; (ii) does not constitute an offer or solicitation to buy or sell any securities,
financial instruments, other services or make or hold any investments; and (iii) may not be used or
relied upon in connection with any offer or sale of any such securities, financial instruments, other
services or investments. An offer or solicitation will be made only through a final private placement
memorandum, subscription agreement and other related documents with respect to a particular investment
opportunity, and will be subject to the terms and conditions contained in such documents, including the
qualifications necessary to become an investor. Although the Site may include investment-related
information, nothing on the Site is a recommendation that you purchase, sell or hold any security or
other investment, or that you pursue any investment style or strategy. We do not give any advice or make
any representations through the Site as to whether any security or investment is suitable to you or will
be profitable. The investments and strategies discussed hereon may not be suitable for all investors,
and are not obligations of or guaranteed by Tudor. Nothing on the Site is intended to be, and you should
not consider anything on the Site to be, investment, accounting, tax or legal advice. If you would like
investment, accounting, tax or legal advice, you should consult with your own financial advisors,
accountants or legal advisors regarding your individual circumstances and needs. Decisions based on use
of the Site are the sole responsibility of the user, and you agree that Tudor is not liable for any
action you take or decision you make in reliance thereon. For investors in the UK, the information on
this Site is issued by us only to and/or is directed only at persons who are Exempt Persons and is
therefore exempt from the UK Financial promotion restriction on the communication of invitations or
inducements to participate in unregulated collective investment schemes. To the extent that any funds or
products are referred to on this Site, they are available only to such persons and other persons should
not act or rely on the information available on this Site.
Tudor provides investment advice and
solicits investment advisory services only in those states and countries where it is registered or where
it is exempt from such registration.
- Past Performance. Any performance data or comments expressed on this Site
or in the Content are an indication of past performance. Investments described or referred to on the
Site are included solely as examples of Tudor investments and are for illustrative purposes only. There
can be no assurance that such investments are or will be profitable (or that any Tudor investments will
have similar properties to any such investments made at other firms). Such investments are not
representative of all Tudor investments and are not to be considered a complete list of all investments
made by Tudor. THE PAST PERFORMANCE OF ANY FUND IS NOT INDICATIVE OF FUTURE PERFORMANCE, and 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.
- Forward-Looking Statements. 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, speak only
as of the date on which they are made and are subject to change. Accordingly, there are or will be
important factors that could cause actual outcomes or results to differ materially from those indicated
in these statements. Forward-looking statements are not guarantees of the underlying expected actions or
future performance and future results may differ significantly from those anticipated by the
forward-looking 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.
- Risks in relying on the Content. Any Content that is dated speaks only as
of the date indicated. We make reasonable efforts to provide accurate Content on the Site, but at times
we may not promptly update or correct the Site even if we are aware that it is inaccurate, outdated or
otherwise inappropriate, whether as a result of new information, future developments or otherwise. While
we believe that the information on the Site is reliable, we make no representations or warranties,
whether express or implied, that the content on the Site is accurate, complete or up to date. You agree
that we may change all or any portion of the Site at any time without notice to you and that we are not
liable for any action you take or decision you make in reliance on any Content. Further, we do not
endorse the opinions of, or warrant the accuracy of facts or other Content contributed by, any third
party.
- Confidentiality of Content. All information and Content available through
any restricted areas of the Site are confidential and proprietary to us. This includes all investment
information and results, offering materials, financial statements and other information provided through
the Site. You undertake to treat any such information and Content on the Site as secret and confidential
and will not disclose such information and Content on the Site to any third party except as expressly
set forth in these Terms and Conditions or permitted by us in writing.
- Technological problems with the Site. All or any portion of the Site may
not be available and may not function properly at any time. Tudor makes reasonable efforts to avoid
technological problems, but at any time the Site may have and may cause technological problems such as
viruses and other damaging computer programming routines or engines. You are responsible for configuring
your information technology, computer programmes and platform to access the Site. You should use your
own virus protection software. You agree that Tudor is not liable for any damage or injury caused by the
performance or failure of performance of all or any portion of the Site or any defects, delays or errors
in or resulting from your use of the Site.
You must not misuse the Site by knowingly introducing
viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You
must not attempt to gain unauthorised access to the Site, the server on which the Site is stored or any
server, computer or database connected to the Site. You must not attack the Site via a denial-of-service
attack or a distributed denial-of service attack. We will report any such breach to the relevant law
enforcement authorities and we will co-operate with those authorities by disclosing your identity to
them. In the event of such a breach, your right to use the Site will cease immediately.
- Third Party Content.Tudor does not review or monitor the Content of and is
not responsible for any third party website content nor any Content on the Site that is produced by
users, publishers, and other third parties not controlled by Tudor. You acknowledge that such content is
the sole responsibility of the third party person or organization that created it, and we assume no
responsibility for any third-party content or information. If you access any third party website through
the Site or otherwise, you do so at your own risk, and Tudor makes no warranties, express, statutory, or
implied, with respect to such third party content or information. Hyperlinks to or from the Site do not
necessarily constitute third party endorsement, sponsorship, representation or warranty or affiliation
of, with or by Tudor with respect to any such linked websites or the content, products or services
contained or accessible through such websites or their operators. We have no control over the contents
of those websites. These Terms and Conditions do not govern your use of any site or service other than
the Site. You should review applicable terms and policies of any linked third party content, information
or websites. TUDOR DISCLAIMS RESPONSIBILITY FOR THE PRIVACY POLICIES AND CUSTOMER INFORMATION PRACTICES
OF THIRD-PARTYWEBSITES HYPERLINKED FROM THE SITE. If you link other websites to the Site, you may not
imply or suggest that Tudor has endorsed or is affiliated with such websites, and you may not display
the Site as “framed” within another website. Tudor reserves the right to terminate any link or linking
program at any time. Similarly, links or copies of third party articles regarding Tudor, its affiliates
or its portfolio companies have generally been prepared without the input of Tudor and are provided for
convenience purposes only. By inclusion on the Site, Tudor does not represent or warrant the accuracy of
such information or take responsibility for its content.
- Monitoring and recording activity on the Site. Tudor may: (i) monitor and
record activity on the Site in accordance with applicable law and/or our Cookies Policy); (ii)
investigate any complaint or reported violation of our policies; (iii) report any activity that we
suspect may violate any law or regulation to regulators, law enforcement officials or other persons or
entities that we deem appropriate; or (iv) issue warnings, suspend or terminate use of the Site, deny
access to all or part of the Site or take any other action that we deem appropriate.
- Rules about linking to the Site. You must not establish a link to our Site
for any reason and including doing so in such a way as to suggest any form of association, approval or
endorsement on our part where none exists.
- Privacy Policy. Your privacy is important to us. All personal nonpublic
information that we gather from you will be governed by our Privacy Notice (as amended from time to
time).
- Disclaimer of warranty. The Site, including all Content, services and
information are provided “as is” and “as available.” Tudor disclaims all representations and warranties,
express or implied, of any kind with respect to the Site and the Content including warranties of
merchantability, fitness for a particular purpose and non-infringement of intellectual property and
proprietary rights. Without limiting our general disclaimer, Tudor does not warrant the availability,
reliability, accuracy, completeness or timeliness of the Site or the Content. Tudor does not warrant
that any part of the Site will operate uninterrupted or error-free or that defects will be corrected.
You have certain statutory rights under the applicable laws of the United Kingdom. Nothing in these
Terms and Conditions is intended to affect these statutory rights.
- Limitation of liability.
17.1. Except as otherwise provided under
clauses 17.2 and 17.3, if we breach these Terms and Conditions, we will only be liable for losses which
are a reasonably foreseeable consequence of that breach, up to an amount equivalent to £1,000. Losses
are foreseeable where they could be contemplated by you and us at the time of you agreeing to these
Terms and Conditions. Except as otherwise provided under clauses 17.2 and 17.3, in no event will the
liability of Tudor or its officers, directors, partners, managers, members, employees, agents,
distributors and licensees (collectively, “Tudor Personnel”) include losses related to any business of
yours such as lost data, lost profits or business interruption however caused arising out of these Terms
and Conditions, the Site, the Content, the inability to use the Site, or transactions entered into
through the Site. Except as otherwise provided under clauses 17.2 and 17.3, this disclaimer of liability
applies to any and all damages or injury, including those caused by any failure of performance, error,
omission, interruption, deletion, defect, delay in operation or transmission, computer virus,
communication line failure, theft, destruction or unauthorized access to, alteration of or use of any
asset, whether for breach of contract, tortious behavior, negligence or under any other cause of action.
17.2. You have certain statutory rights under the applicable laws of the United Kingdom.
Nothing in these Terms and Conditions is intended to affect these statutory rights.
17.3. We do
not exclude or limit in any way our liability to you where it would be unlawful to do so or in the case
of Tudor Capital Europe LLP’s liability to its customers, under the regulatory system in the United
Kingdom.
- Indemnification. You agree to indemnify, defend and hold harmless Tudor
and all Tudor Personnel from and against any and all suits, losses, claims, demands, liabilities,
damages, costs and expenses (including reasonable attorneys’ fees) that arise from or relate to your
misuse of the Site in material violation of these Terms and Conditions.
- International Use. Because this Site may be accessible internationally,
you agree to comply with all local laws, rules, and regulations including, without limitation, all laws,
rules, and regulations in effect in the country in which you reside and the country from which you
access the Site. The information on this Site is 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 would subject Tudor to any registration requirement within such jurisdiction or country.
- Governing Law.
20.1. You agree that any dispute arising out of or
relating to your use of the Site or relating to these Terms and Conditions shall be governed and
construed in accordance with: (i) if you are resident anywhere in the world other than in the UK, the
laws of the United States and the State of New York, without giving effect to conflicts-of-law thereof;
or (ii) if you are resident in the United Kingdom, relevant United Kingdom law will apply to these Terms
and Conditions.
20.2. If you are resident anywhere in the world other than in the United
Kingdom, you agree to submit to the personal jurisdiction of the state and federal courts located in New
York County, New York, with respect to any legal proceedings arising out of or relating to your use of
the Site or relating to these Terms and Conditions and waive any objection to the propriety or
convenience of venue in such courts. If you are resident in the UK, the relevant courts of the United
Kingdom will have exclusive jurisdiction with respect to any legal proceedings arising out of or
relating to your use of the Site or relating to these Terms and Conditions.
20.3. As a consumer,
you will benefit from any mandatory provisions of the law of the country in which you are resident.
Nothing in these Terms and Conditions affects your rights as a consumer to rely on such mandatory
provisions of local law.
- Suspension or withdrawal. We do not guarantee that the Site, or any
Content on it, will always be available or be uninterrupted. We may suspend or withdraw or restrict the
availability of all or any part of the Site for business and operational reasons. We will try to give
you reasonable notice of any suspension or withdrawal.
- Termination. Notwithstanding anything in these Terms and Conditions or on
the Site, Tudor reserves the right, without notice and in its sole discretion, to terminate your license
to use the Site, and to block or prevent your future access to and use of the Site or any other Site
operated by Tudor. Where possible, we will try to give you reasonable notice of any termination.
- Complete Agreement. These Terms and Conditions, our Privacy Notice and
Cookies Notice constitute the entire agreement between you and Tudor relating to the Site, and supersede
any prior agreements or understandings, written or oral, not incorporated. Certain restricted areas of
the Site may require you to agree to supplemental terms and conditions. These Terms and Conditions are
not intended to modify or amend Other Agreements you may have with Tudor regarding other matters, and in
the event of any inconsistency between these Terms and Conditions and any Other Agreements, the Other
Agreements will govern.
- Miscellaneous. If a portion of these Terms and Conditions is determined to
be unlawful, void or unenforceable, it will not affect the enforceability of the remaining provisions
and the remaining provisions will continue in effect. If any unlawful and/or unenforceable provision
would be lawful or unenforceable if part of it were deleted, that part will be deemed to be deleted, and
the rest of the provision will continue in effect. Headings used in these Terms and Conditions are for
reference purposes only and in no way define or limit the scope of the section.