Pharo Management
PLEASE READ THESE TERMS OF USE AND DISCLAIMER CAREFULLY BEFORE USING THE SITE. DO NOT USE THE SITE IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH HEREIN. YOUR USE OF THIS SITE CONSTITUTES YOUR IRREVOCABLE ACCEPTANCE TO BE BOUND BY THE TERMS AND CONDITIONS HEREIN.

This website (the "Site") provides information about Pharo Management (UK) LLP and Pharo Management LLC (collectively, “Pharo,” “we,” “us” or “our” as the context requires) and the pooled investment vehicles we provide investment management services to (collectively, the “Pharo Funds”). The Site and the data, information, products, materials, services and other content available on or through the Site (collectively, the “Content”) is proprietary (and confidential, to the extent such Content is password-protected) to Pharo and is protected by copyright, trade secret and other related proprietary rights, including U.S. and international copyright and trademark laws and treaties. As used on this Site, "Investors" include existing and prospective investors in the Pharo Funds. These Terms of Use and Disclaimer contain important disclosures which must be read carefully. The Site and its contents are not directed at, may not be suitable for and should not be relied on by Retail Clients. If you qualify as a Retail Client, please exit the Site now.

Pharo Management (UK) LLP is authorised to undertake regulated investment business by the Financial Conduct Authority (FRN No. 401546). The Pharo Funds are defined as unregulated collective investment schemes (“UCIS”) and the promotion of a UCIS either within the UK or from the UK is restricted by Statute. As such, the Site is only made available to Professional Clients or Eligible Counterparties as defined by the FCA and to persons falling within the Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes) (Exemptions) Order 2001. Such persons include certified high net worth and sophisticated individuals.

This Site is exempt from the general restrictions in Section 21 of the Financial Services and Markets Act 2000 as it is aimed solely to persons to whom the Site can legitimately be communicated.

THE INFORMATION, PRODUCTS AND SERVICES DESCRIBED ON THIS SITE ARE NOT INTENDED FOR DISTRIBUTION TO, OR USE BY, AND ARE IN PARTICULAR NOT DIRECTED TO, ANY PERSON OR ENTITY IN ANY JURISDICTION OR COUNTRY WHERE (BY REASON OF THAT PERSON’S NATIONALITY, RESIDENCE OR OTHERWISE) SUCH DISTRIBUTION OR USE WOULD BE PROHIBITED OR CONTRARY TO ANY LAW OR REGULATION OR WOULD OBLIGATE PHARO TO COMPLY WITH ANY ADDITIONAL LAW, REGULATION, REGISTRATION OR SIMILAR REQUIREMENT WITHIN SUCH JURISDICTION OR COUNTRY. PERSONS IN RESPECT OF WHOM SUCH PROHIBITIONS APPLY MAY NOT ACCESS THIS SITE. NOT ALL PRODUCTS OR SERVICES OFFERED BY PHARO ARE AVAILABLE OR OFFERED IN ALL JURISDICTIONS OR TO ALL INVESTORS.

 Only qualified and eligible Investors will be permitted access to the password-protected parts of the Site. Site users ("Users" or "you") who are U.S. persons must represent (which may be both through the Site and/or outside the Site through personal contact) that they meet certain qualifications including that they are "accredited investors" as that term is defined under Regulation D under the Securities Act of 1933, as amended and "qualified purchasers" as defined in section 2(a)(51) of the Investment Company Act of 1940, as amended. Any questionnaires or other notices, and the information Users provide to us through such questionnaires, are hereby incorporated into and subject to these Terms of Use and Disclaimer. Because investments or investment services are not suitable for all investors we recommend that you seek advice from your investment adviser before making an investment. By proceeding you confirm the following:

  • That you are not subject to any jurisdictional restrictions prohibiting access to information on UCIS.
  • If you are unable to agree to the terms outlined above then please disconnect from the Site and click here .
  • You confirm that you have understood and accepted the above conditions and that you are a qualifying person as defined by FCA and can be categorised as either a Professional Client of Eligible Counterparty.
  • If you are a U.S. person, you confirm that you are an “accredited investor” and a "qualified purchaser" as described above.

 The Content on the Site is intended for informational purposes only. We do not provide recommendations, investment advice or any other advice to you or any other User or party through the Site, and no information or material at the Site is to be relied upon for the purpose of making or communicating investment or other decisions. Without limiting the foregoing, nothing on this Site is intended to be, nor should it be construed or used as, financial, legal, tax or investment advice, an opinion of the appropriateness or suitability of any investment, or an offer, or the solicitation of any offer, to buy or sell any security, including an interest in any Pharo Fund. No such offer or solicitation may be made prior to the delivery of appropriate documentation to qualified Investors. Before making any investment, an Investor should thoroughly review the particular Pharo Fund’s information memorandum and subscription documents with the Investor’s financial, legal and tax advisor to determine whether an investment is suitable for the Investor in light of the Investor’s investment objectives, financial circumstances and tax situation. Investors must have the financial ability, professional experience and willingness to bear the risks of an investment. Any decision to invest in a Pharo Fund should be based on the final information memorandum for such Pharo Fund.

You agree not to invest in any Pharo Fund described or listed on the Site for a period of 30 days following when you first became a User of the Site (other than Pharo Funds in which you have already invested, have already been solicited for or in which you are already actively considering an investment).

There are substantial risks involved in investing in the Pharo Funds, which are not suitable for all Investors. The Pharo Funds may invest and trade in many different markets, strategies and instruments (including securities, managed futures, non-securities and derivatives) and are NOT subject to the same regulatory requirements as mutual funds, including mutual fund requirements to provide certain periodic and standardized pricing and valuation information to Investors.

In addition to the disclosures contained herein, once given access to any password-protected part of the Site, you should read carefully any additional risk disclosures contained therein. If you wish to invest in a specific investment or product managed by Pharo you should refer to the risk warnings in the relevant information memorandum for that product or investment. Information and details of such investments or law or circumstances may change, and every Investor should conduct its own due diligence on any and all investments made or considered. All investments should be made with discretionary capital set aside strictly for speculative purposes.

Past performance is not indicative of future results. The value of investments may fall as well as rise and you may not get back your original investment. No representation is made that any Investor will or is likely to achieve its objectives, or that any investment strategy, investment process, investment objectives, targeted return, or risk management measures will be achieved or successful or that any Investor will or is likely to achieve results comparable to any shown or will make any profit or will be able to avoid incurring losses. Where an investment involves a foreign currency, it may be subject to fluctuations in value due to movements in exchange rates. These changes to exchange rates may also cause the value of an underlying investment to go down as well as up. The annual management fee is taken from the capital of the Pharo Funds and may constrain or erode capital. Any performance information is net of applicable fees unless otherwise noted and reflects reinvestment of income. Performance results may be estimated and are subject to change, finalization and audit and therefore may differ from actual performance.

Users are responsible for maintaining the confidentiality of the user name and password ("login information") we provide you for accessing the password-protected parts of the Site, and for securing all facilities, products and equipment that might allow access to the Site (collectively, "Resources"). Users must not share their login information with any third party and are solely responsible for any and all activity that takes place under their login information. Users agree to notify us immediately in the event of the loss or theft of their login information or if they believe the confidentiality of their login information has been compromised in any way, or in the event they learn about the possible or actual unauthorized use of their login information. We reserve the right to revoke a User’s login information at any time for any reason without prior notice.

We may require Users to provide additional and/or more detailed information to verify their identity when we deem it necessary or appropriate to do so in order to comply with applicable law, including if applicable, the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 ("USA Patriot Act" or "Patriot Act").

I. TERMS AND CONDITIONS

By accessing, viewing or using the Content you indicate that you understand and intend these Terms of Use and Disclaimer to be the legal equivalent of a signed, written contract and equally binding, and that you accept these Terms of Use and Disclaimer and agree to be legally bound by them each and every time you access the Site.

The Site is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein. Your use of the Site constitutes your agreement to and understanding of all such terms, conditions, and notices. We reserve the right to change, at our discretion, the Content and any terms, conditions, and notices under which the Site and the information and services offered through the Site are offered without further notice to you. Your continued use of the Site will signify your agreement with and understanding of any additional or modified Content, terms, conditions or notices applicable to the Site. While Pharo uses reasonable efforts to update the information on the Site, we make no representations or warranties as to the accuracy, reliability, timeliness or completeness of any information at the Site. Any Content at the Site is subject to change without notice. While the information contained on the Site has been obtained from sources believed reliable, neither we nor any information provider that we use guarantee that the information on the Site is accurate, timely, valid or complete or make any warranties, express or implied, with regard to the results that have or may be obtained from its use. Pharo has not audited the financial information contained on this Site. Pharo, furthermore disclaims any liability for any loss, damage, costs or expenses (including direct, indirect, special and consequential) howsoever arising which any person may suffer or incur as either a direct or consequential result of viewing or utilising the Content.

II. LICENSE

 The Site and the Content are provided by us as a service to you. In order to access and use the Site, you are granted a limited, nonexclusive, revocable and nontransferable license to use the Site conditioned on your continued compliance with these Terms of Use and Disclaimer. You agree to not copy for non-personal use, publish, disclose or otherwise distribute the information contained herein to third parties without receiving prior written consent from Pharo.

You may not modify, copy, distribute, broadcast, transmit, display, reproduce, publish, license, create derivative works from, transfer, sell or otherwise use, in any medium, any Content, except you may, for your sole personal use and information, access, use and store the Content or any portion thereof solely for your own personal, and not commercial, purposes. Any personal copy of the information contained on this Site shall retain all copyright and other such notices. As a further condition of use of the Site, you warrant to us that you will not use the Site for any purpose that is unlawful or prohibited by these Terms of Use and Disclaimer and you will comply with any applicable local, state, national, or international laws or regulations when using the Site. You are prohibited from violating or attempting to violate the security of the Site. You may not create a third party link to this Site without prior written consent from Pharo.

Nothing at the Site shall be construed as granting, by implication, estoppel or otherwise, any license or right to use any image, trademark, logo or service mark at the Site. No act of downloading, storing, accessing, using, or otherwise copying from the Site will transfer title to any software or material at the Site to you. You may not decompile, reverse engineer, disassemble, or otherwise reduce any computer files obtained from the Site to a human-perceivable form. Anything that you transmit to the Site becomes our property, may be used by us for any lawful purpose (subject to any further agreement between us and you), and is further subject to disclosure as deemed appropriate by us, including to any legal or regulatory authority to which we are subject. We reserve all rights with respect to copyright and trademark ownership of all Content on the Site, and will enforce such rights to the full extent of the law.

III. USE OF SITE AND CERTAIN IMPORTANT DISCLOSURES

The Content is as of the date(s) indicated and is not a complete description of any investment, strategy or other product or services offered by Pharo and is subject to the more complete disclosures and terms and conditions with respect to such product or service. Certain of the Content, including investment returns, valuations, targets and strategies, may be supplied by third parties, and although believed to be reliable, has not been independently verified and its completeness and accuracy cannot be guaranteed. No warranty, express or implied, representation or guarantee is made that the use of this Site is free of risk or viruses or other damage. Access to and information contained on this Site is provided on an ‘as is’ basis and you have sole responsibility for the adequate protection and back-up of data and/or equipment and for taking reasonable and appropriate precautions to scan for computer viruses and other destructive properties.

Pharo and its employees or associated companies may have a position or holding in any investments or securities referred to on this Site. The Pharo Funds use leverage and utilize foreign, commodity and over-the-counter markets, all of which may involve significant risk.

Investments will vary in the discretion of Pharo. Any descriptions or information involving investment objectives, investment analysis, investment process, or investment strategies are provided for illustration and discussion purposes only, may be examples only, may not be fully indicative of any present or futures investments, may be changed in the discretion of Pharo, and are not intended to represent performance or suggest that any Investor will be successful.

Any return objectives, indices or financial benchmarks shown are used for illustration purposes only, are comparative measures or targets only, are unmanaged, reflect reinvestment of income and dividends and do not reflect the impact of advisory fees (except to the extent of underlying fees of the managers comprising a particular index of pooled vehicles). Investors generally cannot invest directly in an index. Comparisons to indices have limitations because indices have volatility and other material characteristics that may differ from a particular investment strategy. For example, a strategy may typically hold substantially fewer securities, instruments or futures than are contained in an index. Indices also may contain securities, instruments, or futures or types of securities, instruments or futures that are not comparable to those traded by any strategy. Therefore, performance may differ substantially from the performance of an index. Because of these differences, indices should not be relied upon as an accurate measure of comparison.

Any assumptions, assessments, statements or the like ("statements") regarding future events or which are forward-looking constitute only subjective views, estimations or intentions, are based upon Pharo’s expectation or belief, should not be relied on, are subject to change due to a variety of factors, including fluctuating market conditions and economic factors, and involve inherent risks and uncertainties, many of which cannot be predicted or quantified and are beyond Pharo’s control. Such risks and uncertainties include, without limitation, the adverse effect from a decline in the securities or futures markets, a general downturn in the economy, competition from other companies, changes in governmental policy or regulation, inability to attract or retain key employees, or inability to implement our strategies. Future events and actual results could differ materially from those set forth in, contemplated by, or underlying these statements. In light of these risks and uncertainties, there can be no assurance that these statements are now or will prove to be accurate or complete in any way. Pharo undertakes no responsibility or obligation to revise, update or modify such statements, although it may do so in its discretion.

Site information regarding a Pharo Fund is as of the date indicated, is not complete, is for illustration and discussion purposes only.

IV. MANAGED FUTURES AND COMMODITIES

The Pharo Funds may invest in futures and commodities. Futures prices are highly volatile. Governments from time to time intervene, directly and by regulation, in certain markets, often with the intent to influence prices directly. Futures contract trading is typically accompanied by a high degree of leverage. Fluctuations in commodity interest contract prices may be limited by regulations referred to as "daily price fluctuation limits" or "daily limits." Even if futures prices have not moved past the daily limit, Pharo may not be able to execute futures trades at favorable prices if little trading in such contracts is taking place. Depending upon the size of an account, it may be difficult or impossible for Pharo to take or liquidate a position in a particular commodity, method or strategy. A principal risk in speculative trading is the traditional volatility in the market prices of futures and securities. Price movements may be incorrectly predicted and large losses could result.

Managed futures investments may perform differently than stocks and bonds. In addition, different types of alternative investments are frequently non-correlated with each other. This creates the potential to assemble a combination of alternative investments able to profit in different economic cycles and international markets, while reducing the portfolio concentration of traditional long equity and debt holdings. The performance of a managed futures investment can be anticipated to be generally unrelated, but may frequently be similar, to the performance of the general equity and debt markets.

The futures and forwards markets are fundamentally different from the securities markets in that for every gain in futures and forward trading there is an equal and off-setting loss. If a managed futures vehicle does not perform in a manner non-correlated with the general financial markets or does not perform successfully, Investors will obtain no diversification benefits by investing in such vehicle.

V. PHARO PRIVACY POLICY

We consider your personal data to be private. You acknowledge that you have read and agreed to our general PRIVACY POLICY posted on the Site. All information collected in the course of your using the Site (including your qualification as a User of the Site) or otherwise, including any individual logging or click-stream data gathered in the course of navigating the Site, is strictly for internal purposes and will be kept confidential, subject to applicable law and permissible uses. We may capture and record information on our server logs from your browser when you interact and use the Site including your browser types, pages visited and date of visit.

As part of the process to give you access to the Site or portions thereof, we may collect contact information, unique identifiers, financial information and other information. This information is used to qualify you as a User and may also be used to send Users relevant and timely information. You may at any time opt out of receiving communications except for those essential to your use of the Site and to the administration of your Site usage, if any, with Pharo and for regulatory requirements, including possible annual requalification requirements.

You additionally have the option to remove all personal information from the Site’s database and not to receive future communications or to forgo the Site’s information and services altogether by either sending an email to registration@pharofund.com.

VI. CONFIDENTIALITY ON INTERNET

Use of the Internet is solely at your own risk and is subject to all applicable local, state, national, and international laws and regulations. While Pharo has endeavored to create a secure and reliable Site, please be advised that the confidentiality of any communication or material transmitted to/from the Site over the Internet cannot be guaranteed.

Accordingly, we are not responsible for the security of any information transmitted via the Internet or for the consequences of any reliance on such information. You assume the sole and complete risk for using the Site and must make your own determination as to these matters.

VII. SECURITY OF SITE

Actual or attempted unauthorized use of the Site may result in criminal and/or civil prosecution. For your protection, Pharo reserves the right to view, monitor, and record activity on the Site without notice or permission from you. Any information obtained by monitoring, reviewing, or recording is subject to review by appropriate governmental, regulatory and law enforcement organizations in connection with applicable law, including the investigation or prosecution of possible criminal activity on the Site. We also intend to comply with all lawful court orders and governmental, regulatory and law enforcement requests involving such information.

VIII. LINKS TO OTHER SITES

This Site may permit users to have access, through hypertext or other computer links, to web sites operated by persons other than Pharo. In such cases, such hyperlinks are provided for your reference and convenience only, and are the exclusive responsibility of such web sites’ owners. You are solely responsible for determining the extent to which you may use or rely upon any content, products or services at or through any other web sites to which you link from this Site. We are not responsible for the privacy practices or the security or other policies of any other web site that is linked or linking to the Site. See also "ADDITIONAL DISCLAIMERS AND DISCLOSURES" below.

IX. EVENTS BEYOND OUR CONTROL

You expressly absolve and release Pharo and its respective affiliates and each of their respective officers, directors, principals, members, partners, shareholders, employees, agents, advisors and representatives (collectively, “We and Our Affiliates” or as the context requires, "Us and Our Affiliates") from any claim of harm resulting from a cause beyond our control, including, but not limited to, failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, computer viruses, loss of use of the Site, unauthorized access, theft, operator errors, severe weather, earthquakes, or natural disasters, strikes or other labor problems, wars, terrorist attacks, or governmental restrictions.

X. ADDITIONAL DISCLAIMERS AND DISCLOSURES

THE CONTENT IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE CONTENT HAS BEEN GATHERED AND DERIVED FROM SOURCES BELIEVED TO BE RELIABLE, HOWEVER WE HAVE NOT INDEPENDENTLY VERIFIED THE INFORMATION AND MAKE NO REPRESENTATION OR WARRANTY, EXPRESSED OR IMPLIED, OF ANY KIND WHATSOEVER, TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, INCLUDING REGARDING THE ACCURACY, TIMELINESS, VALIDITY, COMPLETENESS OR SUITABILITY OF THE CONTENT, INCLUDING WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY OR NON-INFRINGEMENT OR THAT THE CONTENT WILL REMAIN UNINTERRUPTED. WHILE WE MAKE NO COMMITMENT TO UPDATE THE CONTENT, WE RESERVE THE RIGHT TO MAKE CHANGES AND CORRECTIONS AT ANY TIME, WITHOUT NOTICE. WE RESERVE THE RIGHT TO MAKE UNAVAILABLE AT ANY TIME THIS SITE OR THE CONTENT. THIS SITE AND ITS CONTENT ARE OUR PROPERTY AND/OR OUR VENDORS, DATA PROVIDERS AND/OR OTHER THIRD PARTY SOURCES, AND IS PROTECTED BY COPYRIGHT, TRADE SECRET AND OTHER INTELLECTUAL PROPERTY AND PROPRIETARY RIGHTS.

WE FURTHER ASSUME NO RESPONSIBILITY, AND MAKE NO WARRANTIES, THAT THE SITE OR THE CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE, THE SERVER THAT MAKES IT AVAILABLE OR THE CONTENT WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE AND OUR AFFILIATES SHALL NOT BE LIABLE FOR ANY DAMAGES TO, VIRUSES THAT MAY INFECT, OR SERVICES, REPAIRS OR CORRECTIONS THAT MUST BE PERFORMED, ON YOUR COMPUTER OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESSING OR USING THE SITE. PLEASE NOTE THAT SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

UNAUTHORISED USE OF ANY MATERIAL CONTAINED ON THE SITE MAY VIOLATE COPYRIGHT LAWS, TRADEMARK LAWS, TRADE SECRET LAWS, THE LAWS OF PRIVACY AND PUBLICITY, AND OTHER REGULATIONS AND STATUTES.

XI. NOTIFICATION FOR CERTAIN MATTERS

The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that any Content infringes your copyright, you (or your agent) may send us a notice requesting that such Content be removed, or access to it blocked. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you with respect to the Content, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see ,http://www.loc.gov/copyright/ for details. Notices and counter-notices with respect to the Site should be sent to

Designated Agent: Pharo Management (UK) LLP
Address of Agent: Second Floor
8 Lancelot Place
London SW7 1PR
England
Telephone: 44 (0) 20-7591 8800
Fax: 44 (0) 20-7591 8807
E-mail for notice: registration@pharofund.com

We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.

In the event you believe in good faith that any Content is otherwise in error, please contact us at registration@pharofund.com with, if possible, a description of the Content to be checked and the location (URL) where such Content can be found on the Site, if applicable, as well as information sufficient to enable us to contact you. We will try to address your concerns as soon as reasonably practicable.

XII. LIMITATION OF LIABILITY AND INDEMNITY

Under no circumstances, including, but not limited to, negligence, shall We and Our Affiliates be liable for any direct, indirect, special or consequential damages that result from the use of, or the inability to use, the Content or the Site, even if We and Our Affiliates have been advised of the possibility of such damages. In no event will We and Our Affiliates have any liability to you for damages, losses and claims or causes of action (whether in contract, tort, including, but not limited to, negligence, or otherwise) for accessing or using the Site.

You agree that your breach of these Terms of Use and Disclaimer may result in irreparable harm to Us and Our Affiliates which cannot be compensated by money damages, and that we shall be entitled to obtain injunctive relief for any such breach.

You agree to defend, indemnify, and hold harmless Us and Our Affiliates and our respective attorneys, licensors, predecessors, successors, and assigns, from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs and expenses (including reasonable attorneys’ fees and litigation expenses), relating to or arising from your use of the Site, any arrangements you make based on the information available or through the Site, and any breach by you of these Terms of Use and Disclaimer or other improper act or omission.

XIII. GOVERNING LAW

These Terms of Use and Disclaimer have been made in and will be construed and enforced in accordance with the laws of England and Wales without giving effect to the principles of conflicts of laws thereof. Your consent to these Terms of Use and Disclaimer includes your consent to exclusive jurisdiction and venue in the courts of England and Wales. Any action to enforce these Terms of Use and Disclaimer and/or arising out of or relating to these Terms of Use and Disclaimer must be brought in the Courts of England and Wales. Your consent to this jurisdiction is irrevocable. You waive all defenses of lack of jurisdiction, venue, or forum non-conveniens. In any dispute between us and you relating to this Agreement or Site, the prevailing party will be entitled to reasonable attorneys’ fees, costs and expenses.

XIV. TERMS AND TERMINATION

These Terms of Use and Disclaimer take effect at the time you begin using the Site, thereby indicating acceptance of these Terms of Use and Disclaimer, and, at each use thereafter, you shall be deemed to have reaffirmed your acceptance of these Terms of Use and Disclaimer, whether or not specifically or periodically asked to do so. Pharo reserves the right at any time and without notice to terminate these Terms of Use and Disclaimer.

XV. MISCELLANEOUS

Failure to insist on strict performance of these Terms of Use and Disclaimer will not operate as a waiver of any subsequent default or failure of performance. No waiver by us of any right under these Terms of Use and Disclaimer will be deemed to be either a waiver of any other right or provision or a waiver of that same right or provision at any other time. As stated above, references to "you" in these Terms of Use and Disclaimer shall mean all users of the Site. If you are accessing and using the Site on behalf of any other entity(ies) and/or person(s), including any beneficial owner, you represent that you are authorized to do so and understand and agree that the agreements and other provisions contained and made herein are made on behalf of such other entity(ies) and person(s).

If any part of these Terms of Use and Disclaimer is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and the liability limitations set forth above, such invalidity or unenforceability shall not affect the enforceability or validity of any other portion of these Terms of Use and Disclaimer, which shall remain in full force and effect and be construed as if the invalid or unenforceable portion were not part of these Terms of Use and Disclaimer, and, if possible, the then invalid or unenforceable provision will be deemed superseded and replaced by a valid, enforceable provision that most clearly matches the intent of the original provision. Any rights not expressly granted herein are reserved.

These Terms of Use and Disclaimer, and other terms and conditions and similar provisions that may be applicable to you regarding the Site, including any agreements and questionnaires you complete through the Site (all of which are hereby incorporated as if set forth fully herein), represent the entire agreement between us and you with respect to the use of and Content available on or through the Site, and supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written between us and you with respect to the Site. Products and services offered by Pharo shall also be governed by the applicable documentation with respect to such products and services.