Ming Asset Management, LLC | US Private Investment Fund

These Terms and Conditions of Use (the “Terms of Use”) govern your access to and use of the website (the “Site”) operated by Ming Asset Management LLC (“Ming Asset Management”, “we”, “us”, or “our”). By accessing, viewing, or using the Site, you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Use, which are the legal equivalent of a signed written contract.

We reserve the right to modify these Terms of Use at any time. Your continued use of the Site after we post changes will constitute your acceptance of those changes. Notices we provide on the Site shall be deemed reasonable notice for this purpose.

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. Persons accessing the Site do so on their own initiative and are responsible for compliance with applicable local laws and regulations. The Site is not directed to any person in any jurisdiction where the publication or availability of the Site is prohibited by reason of that person’s nationality, residence or otherwise; any such person must not access the Site.

1. Ownership of the Site and Content

As between you and us, we own, solely and exclusively, all rights, title, and interest in and to the Site and all content, data, and materials thereon, including, without limitation, all text, graphics, logos, images, video, audio, software, code, design, layout, and the overall “look and feel” of the Site, and all related intellectual property and proprietary rights. Your use of the Site does not grant you any ownership rights in any content, code, data, or materials you may access on or through the Site.

2. Limited License

We grant you a limited, non-exclusive, revocable, non-transferable, and non-sublicensable license to access and use the Site, and to display its content, solely for your own personal, non-commercial informational purposes. You may print pages from the Site only in connection with such access and use.

Except as expressly permitted in these Terms of Use, you may not copy, reproduce, modify, distribute, transmit, display, perform, publish, license, create derivative works from, transfer, or sell any content, software, data, or code obtained from or through the Site. Nothing in these Terms of Use shall be construed as granting any license or right to use any trademark, logo, or service mark displayed on the Site without our prior written permission.

3. Eligibility and Investor Status

The Site is intended solely for persons who are institutional investors, professional investors, or “accredited investors” or “qualified purchasers” (as such terms may be defined under applicable U.S. securities laws), and who are permitted to receive such information under the laws of their jurisdiction. By accessing the Site, you represent and warrant that you meet these criteria and that your access to the Site and the information contained herein does not violate any laws or regulations applicable to you.

4. Privacy

In the course of using the Site, you may submit certain personal information to us (“User Information”). Our policies regarding the collection, use, and disclosure of User Information are described in our Privacy Policy, which is incorporated herein by reference. You are solely responsible for the accuracy and completeness of any User Information you provide.

5. Prohibited Uses

You agree that you will not, while using the Site:

Engage in any form of data mining, scraping, spidering, or automated collection of information from the Site.
Attempt to gain unauthorized access to any systems, networks, data, or information connected to the Site.
Use the Site in any manner that could damage, disable, overburden, or impair the Site or interfere with any other party’s use of the Site.
Use the Site in violation of any applicable law, regulation, or third-party right (including intellectual property, privacy, or proprietary rights).
Attempt to circumvent, reverse engineer, decompile, decrypt, or otherwise interfere with the operation or security of the Site or any related systems.

Any use of the Site or its content not expressly permitted by these Terms of Use may constitute a violation of intellectual property and other laws and may result in civil or criminal liability.

6. Third-Party Websites

The Site may contain links to third-party websites (“Linked Sites”). We do not control and are not responsible for the content, products, services, or information on or available through any Linked Site. Links to Linked Sites do not constitute our endorsement or recommendation of such sites or their content. Your use of Linked Sites is at your own risk, and you assume all responsibilities and consequences arising from such use.

7. No Offer, No Advice

The Site is provided for general informational purposes only. The information on the Site is not, and should not be construed as:

Investment, financial, tax, legal, accounting, or other professional advice.
A recommendation, offer, or solicitation to buy or sell any securities, interests in any fund, or other financial instruments.

Any investment or strategy mentioned may not be suitable for all investors and may be offered only to certain categories of investors in specific jurisdictions and only by means of confidential offering documents describing the applicable terms and risks. Decisions based on information contained on the Site are the sole responsibility of the user.

8. Disclaimers

THE SITE AND ALL INFORMATION, CONTENT, FEATURES, AND MATERIALS AVAILABLE THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED.

WITHOUT LIMITING THE FOREGOING, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, COMPLETENESS, TIMELINESS, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AS WELL AS ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SITE OR ANY CONTENT WILL BE UNINTERRUPTED, SECURE, OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER(S) THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

If you are dissatisfied with the Site or any content thereon, your sole and exclusive remedy is to discontinue using the Site.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MING ASSET MANAGEMENT LLC, ITS AFFILIATES, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS (COLLECTIVELY, THE “PROTECTED ENTITIES”) BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF BUSINESS, OR LOSS OF DATA) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, THE SITE OR ANY CONTENT, EVEN IF ANY PROTECTED ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF THE PROTECTED ENTITIES TO YOU FOR ALL CLAIMS, DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO YOUR USE OF THE SITE EXCEED THE AMOUNT, IF ANY, PAID BY YOU TO US FOR ACCESSING THE SITE (WHICH IS CURRENTLY PROVIDED FREE OF CHARGE).

10. Indemnification

You agree to defend, indemnify, and hold harmless the Protected Entities from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or in any way connected with: (i) your use of the Site or its content; (ii) your violation of these Terms of Use; or (iii) your violation of any law or the rights of any third party.

11. Governing Law and Jurisdiction

These Terms of Use and your use of the Site shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any choice-of-law or conflict-of-law provisions.

Any legal action or proceeding arising out of or relating to these Terms of Use or the Site shall be brought exclusively in the state or federal courts located in the State of Delaware, and you hereby consent to the personal jurisdiction of such courts and waive any objection to venue in such courts.

12. Changes to the Site and Termination

We may modify, suspend, or discontinue any aspect of the Site at any time without notice. We may also restrict, suspend, or terminate your access to the Site if we believe you are in breach of these Terms of Use or applicable law, or for any other reason or no reason, without liability to you.

13. Waiver

Our failure to insist on strict performance of any provision of these Terms of Use shall not be construed as a waiver of such provision or any other provision, and shall not affect our right to enforce such provision at any time thereafter.

14. Severability

If any provision of these Terms of Use is held to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect.

15. Entire Agreement

These Terms of Use, together with our Privacy Policy, constitute the entire agreement between you and us with respect to your use of the Site and supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and us regarding the Site. Any rights not expressly granted herein are reserved.