Registration - PDP Capital, LLC User Ageement To proceed with your registration, please review and agree to the PDP Capital, LLC User Agreement below.
Step 1 : User Agreement
Step 2 : Account Type
Step 3 : Account Information
This document is not an invitation to subscribe for units in the PDP Growth Fund, LP or the PDP Capital Offshore Fund, Ltd. (the funds) and is intended for information purposes only. Subscriptions will only be accepted and units of shares or interests issued on the basis of the current private and confidential offering memorandums of the funds. Copies of the offering memorandums may be obtained from the funds� investment advisor, PDP management, LP. The funds are unregulated collective investment structures pursuant to an exemption from registration requirements of the securities act of 1933 as amended and applicable state securities laws. Those exemptions limit the number and types of investors to which the offering will be made and restrict subsequent transfer of the interests or shares. Past performance is not a guarantee of future performance. This report is intended solely for the information of the specified addressee and is for private circulation. This is not a recommendation, offer or solicitation to purchase or sell any security, commodity, currency or other instrument. This document does not consider specific objectives, circumstances or needs of individual recipients. Recipients of the document should seek financial advice regarding the appropriateness of investing in any security, commodity, currency, derivative instrument, partnership or strategy. The performance discussed herein is unaudited for 2006. By accessing or using this PDP Capital, L.L.C. ("PDP") Internet web site (the "Site") you hereby accept and agree to comply with the terms and conditions set forth in this User Agreement (this "User Agreement"), and you shall be considered a "User." This User Agreement is entered into by and between you and PDP, and governs your access and use of the Site and the products and services available on and via the Site. PDP is registered as an Investment Advisor with the State of Florida. PLEASE READ THIS USER AGREEMENT CAREFULLY BEFORE USING THE SITE. YOUR USE OF THE SITE INDICATES YOUR FULL ACEPTANCE OF AND AGREEMENT TO ABIDE BY THIS USER AGREEMENT IN ITS THEN-CURRNET FORM. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS STATED HEREIN, DO NOT USE THE SITE. General Provisions. PDP hereby grants you a revocable, nontransferable, nonexclusive right to use the Site solely in accordance with this User Agreement. The foregoing license has been granted to you subject to your agreement to abide by this user agreement as well as any other rules, procedures, policies, terms or conditions governing the Site that may be displayed from time to time on the Site and to which Users will be bound. The information accessible on and via the Site is the property of PDP and/or third parties, and is protected by copyright and other intellectual property and proprietary rights. Without limiting the foregoing or expanding any of your rights hereunder, you agree that you will not publish, broadcast, retransmit, reproduce, commercially exploit, create any derivative of or otherwise disseminate such information, the Site or any portion of the Site. You may not use the Site to transmit, distribute or store material (a) in violation of any applicable law or regulation, (b) in a manner that will infringe the copyright, trademark, trade secret or other intellectual property right of another or violate the privacy, publicity or other personal right of another, or (c) that is defamatory, obscene, threatening, abusive or hateful. You are prohibited from violating or attempting to violate the security of the Site. Investigations and Disclosure of Information. PDP has the right, but not the obligation, to monitor any activity and content associated with the Site. PDP may investigate any complaint or reported violation of its policies and take any action that it deems appropriate. Such action may include, but is not limited to, issuing warnings, suspending or terminating your use of all or any portion of the Site and denying you access to all or any portion of the Site. PDP also reserves the right to report any activity that it suspects may violate any law or regulation to appropriate law enforcement officials, regulators, or other persons or entities. In order to cooperate with governmental requests, to protect PDP's systems and Users, to ensure the integrity and operation of the Site, business or systems, or otherwise to comply with the law and legal process, PDP may access and disclose any information it considers necessary or appropriate. Ownership. The Site, its content and any and all intellectual property rights pertaining thereto (including but not limited to copyrights, patents, trademarks and service marks) are owned by PDP or third parties, and all right, title and interest therein and thereto shall remain the property of PDP and/or its licensors, successors or other third parties. You agree not to remove any copyright, trademark or other proprietary notice or legend contained on the Site or its content (or printed copies thereof). [PDP and other names and indicia of PDP's products and/or services referenced herein are exclusive trademarks and service marks of PDP]. Other product and company names and trademarks appearing in the Site are the trademarks of their respective owners. No Advice, Offers or Solicitations. You acknowledge that the information contained on the Site is not and should not be construed as legal, tax, accounting or investment advice (including any advice concerning the suitability or profitability of any security or investment). You acknowledge that the information contained on the Site (unless explicitly stated otherwise) is not and should not be construed as an offer or solicitation of any kind to buy or sell any securities or other financial instruments. USERS SHOULD CONSULT WITH, AND SEEK PROFESSIONAL ADVICE FROM, THEIR OWN ATTORNEYS, ACCOUNTANTS AND FINANCIAL ADVISORS WITH RESPECT TO THEIR INDIVIDUAL CIRCUMSTANCES AND NEEDS. No Recommendations of Individual Securities. You acknowledge that the information contained on the Site is not and should not be construed as advice or recommendations regarding individual securities including advice or recommendations concerning the suitability of, and investment strategies for, individual securities. Research, analysis, news and other information made available electronically do not constitute individualized recommendations to buy, sell or otherwise invest in a particular security. You are solely responsible for determining the nature, value and suitability of individual securities and you alone bear the risk of all transactions entered through your account. No Advice, Offers or Solicitations. You acknowledge that the information contained on the Site is THE FOREGOING STATEMENT OF INVESTMENT PHILOSOPHY AND INVESTMENT PROCESS IS FOR INFORMATIONAL PURPOSES AND IS NOT TO BE CONSTRUED AS AN OFFER TO SELL SECURITIES OF OR ANY INTEREST IN ANY PDP FUND OR AS AN INVITATION OR SOLICITATION FOR OFFERS TO BUY SECURITIES OF OR ANY INTEREST IN ANY PDP FUND. THIS INFORMATION IS NOT TO BE CONSTRUED AS A SUBSTITUTE FOR THE PRIVATE OFFERING MEMORANDUM AND SHOULD NOT BE SO CONSIDERED. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS AND NOTHING ON THIS WEB SITE SHOULD BE INTERPRETED TO STATE OR IMPLY OTHERWISE. Disclaimer of Warranties. THE SITE AND ALL INFORMATION AVAILABLE ON OR VIA THE SITE ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION: (1) ANY WARRANTIES CONCERNING THE AVAILABILITY, RELIABILITY, ACCURACY, COMPLETENESS, TIMELINESS OR SEQUENCING OF THE SITE OR THE INFORMATION, PRODUCTS OR SERVICES AVAILABLE ON OR VIA THE SITE; AND (2) ANY WARRANTIES OF TITLE OR EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND PROPRIETARY RIGHTS. WITHOUT LIMITING THE FOREGOING, THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY 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. Limitation of Liability. IN NO EVENT SHALL PDP OR ANY OF ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA, BUSINESS OR PROFITS) ARISING OUT OF OR IN CONNECTION WITH THIS USER AGREEMENT, THE SITE, THE INABILITY TO USE THE SITE OR ANY PRODUCTS, SERVICES OR INFORMATION PURCHASED, OBTAINED OR STORED IN OR FROM THE SITE, OR TRANSACTIONS ENTERED INTO VIA THE SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF PDP OR ANY OF ITS AFFILIATES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY REMEDY. IN NO EVENT SHALL THE LIABILITY OF PDP OR OF ANY PDP AFFILIATE IN ANY CIRCUMSTANCE EXCEED $100. WITHOUT LIMITING THE FOREGOING PROVISIONS OF THIS PARAGRAPH, THESE LIMITATIONS ALSO APPLY TO ANY THIRD PARTY CLAIMS AGAINST USERS. Indemnity. You agree to indemnify, defend and hold harmless PDP and its affiliates from and against any and all suits, losses, claims, demands, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising from or relating to (i) your use of the Site; (ii) your breach of this User Agreement or any representation, warranty or covenant made by you herein; or (iii) your violation of any applicable law, statute, ordinance, regulation or any third party's rights. This obligation survives the termination of this User Agreement. Modifications. PDP may modify the terms of this User Agreement or any of the policies or guidelines governing the Site, at any time and in its sole discretion, by posting the modified User Agreement on the Site. The modifications shall be effective upon such posting (unless some other date is specified in the posting, in which case that date shall be deemed the effective date for the modifications). You agree to review this User Agreement periodically so that you are aware of any modifications. Your use of the Site indicates your full acceptance of the User Agreement in its then-current form each time you use the Site. You agree that the notice provisions provided in this User Agreement are reasonable. You may not modify the terms of this User Agreement or any of the policies or guidelines governing the Site without PDP's express prior written consent. Privacy. Information that we gather from you via your use of the Site is governed by our Privacy Policy. Third Party Links. The Site contains hyperlinks (or "links") to Internet Web sites of, and advertisements for, third persons and entities, including affiliates of PDP. PDP provides such links solely as a convenience to its Users. PDP does not maintain and is not responsible or liable for any off-Site Web pages accessible from or linked to the Site or any products, services or information contained, offered or promoted therein. Your use of links to any third person or entity site via the Site is at your own sole risk. You agree that the terms, conditions and agreements governing the third person or entity sites shall apply to you when accessing such sites via a link from this Site, and you agree to abide by such agreements. Links to off-Site web pages do not necessarily constitute third person or entity endorsement, sponsorship or affiliation of, with or by PDP and should not be construed as such. All opinions, recommendations, views, news, information and other content contained in any third person or entity sites are solely those of the third persons or entities, and PDP disclaims all responsibility and liability for such content. Applicable Law. This User Agreement and all terms and conditions included or incorporated by reference herein shall be governed by and interpreted in accordance with the laws of the State of Delaware applicable to agreements made and wholly performed therein. You hereby consent to the exclusive jurisdiction of Delaware State Court in all disputes arising from or relating to this User Agreement or your access to or use of the Site. You hereby waive any objection to venue or inconvenient forum laid therein. PDP makes no claim that the Site may be lawfully viewed or downloaded outside of the United States. Access to the materials may not be legal by certain persons or in certain countries. If you access the Site from outside of the United States, you do so at your own risk and you are responsible for compliance with the laws of your jurisdiction. Entire Agreement. This User Agreement (including the Privacy Policy), as modified from time to time, constitutes the entire agreement between you and PDP with respect to the subject matter hereof. This User Agreement replaces all prior or contemporaneous understandings or agreements, written or oral, regarding the subject matter hereof. Joint Venture. Nothing in this User Agreement shall constitute or create a joint venture, partnership, or any other similar arrangement between you and PDP. Neither party is authorized to act as agent or bind the other party except as expressly stated in this User Agreement. Assignability. This User Agreement will be binding on and will inure to the benefit of the legal representatives, successors and assigns of the parties hereto. PDP may assign this User Agreement in whole or in part at any time without your consent. You may not assign this User Agreement or delegate any of your obligations hereunder. Any purported assignment of this User Agreement in violation of its terms shall be void. Notice to PDP. Any notice to PDP that is required or permitted by this User Agreement shall be in writing and shall be deemed effective upon receipt, when sent by confirmed e-mail to [ppomfret@pdpcapital.com] or when delivered in person or mailed by first class, registered or certified mail, postage prepaid, to PDP Capital, LLC, 223 Sunset Ave, Suite #223, Palm Beach, FL 33411 No Waiver of Rights. No failure of either party to enforce any of its rights under this User Agreement will act as a waiver of such rights. Enforceability. If any portion of any provision of this User Agreement is found invalid or unenforceable, that provision shall be enforced to the maximum extent possible and the remaining provisions of this User Agreement shall remain in full force and effect. Headings. Headings used in this User Agreement are for convenience only. They do not constitute part of this User Agreement.