Terms and Conditions
1. Acceptance of these Terms
These Website Terms and Conditions of Use (the “Terms”) govern your access to and use of the website operated by EDMUNDNAV (“EDMUNDNAV”, “we”, “us” or “our”), including any subdomains, client portals, and digital services made available through it (collectively, the “Website”).
By accessing or using the Website, you confirm that you have read, understood, and agree to be bound by these Terms and by our Privacy Policy. If you do not agree with any part of these Terms, you must not access or use the Website. Your continued use of the Website constitutes acceptance of these Terms as in force from time to time.
Where you access the Website on behalf of an entity, you represent and warrant that you have authority to bind that entity to these Terms, and references to “you” include both you personally and that entity.
2. About EDMUNDNAV
EDMUNDNAV provides fund administration, accounting, registrar, transfer agency, and related back-office services to private investment funds, family offices, and their managers, sponsors, and investors. The Website is operated as an informational and operational resource for our existing and prospective institutional clients, their advisers, and authorised investor representatives.
EDMUNDNAV is not a bank, broker-dealer, investment adviser, custodian, or licensed legal or tax adviser, and does not act in any such capacity through the Website. Information about our regulatory status, where relevant, is available on request.
3. Important Notice — No Offer or Solicitation
IMPORTANT NOTICE.
Nothing on the Website constitutes, or is intended to constitute, an offer, solicitation, recommendation, or invitation to subscribe for, purchase, sell, or otherwise transact in any security, fund interest, financial product, or service in any jurisdiction. Information published on the Website is provided for general informational purposes only and is directed solely at persons in jurisdictions where such information may lawfully be made available.
Any offer or solicitation in respect of a fund or vehicle administered by EDMUNDNAV will be made solely by, and on the basis of, the relevant offering or constitutional documents of that fund or vehicle, which will be made available only to eligible investors in compliance with applicable law. The Website is not, and must not be relied upon as, a substitute for those documents.
Investments in private funds and similar vehicles involve substantial risk, including the risk of loss of capital, illiquidity, restrictions on transfer, and limited regulatory protection. They are suitable only for sophisticated investors who are able to bear such risks and who have made their own independent assessment with the benefit of appropriate professional advice.
4. Eligibility and Jurisdictional Restrictions
Access to and use of the Website is permitted only by persons who are lawfully able to receive the information made available through it. By accessing the Website, you represent and warrant that:
• you are of legal age to form a binding contract under the laws of your jurisdiction;
• you are not a person to whom it is unlawful, under the laws of your country of residence, citizenship, or incorporation, to make available the information published on the Website;
• you are not located in, ordinarily resident in, or accessing the Website from a jurisdiction in which such access is prohibited or in which we have determined not to make our services available;
• you are not a person who is the target of any sanctions administered or enforced by the United States, the United Kingdom, the European Union, the United Nations, or any other applicable authority; and
• you will not access or use the Website on behalf of any such person.
We reserve the right to refuse or restrict access to the Website, in whole or in part, to any person or from any jurisdiction, at any time and without notice. The fact that the Website is accessible from a particular jurisdiction does not constitute an offer, solicitation, or invitation to any person in that jurisdiction.
5. No Investment, Legal, Tax, or Other Professional Advice
The information published on the Website is general in nature and does not take into account the specific objectives, financial situation, or needs of any individual or entity. Nothing on the Website constitutes investment, legal, tax, accounting, regulatory, or other professional advice, and the Website is not a substitute for advice from appropriately qualified professionals.
You should obtain independent professional advice before making any investment decision or acting on any information published on the Website. EDMUNDNAV accepts no responsibility for any decision made or action taken in reliance on information appearing on the Website.
6. Accuracy of Information
We take reasonable care to ensure that the information published on the Website is accurate at the time of publication. However, information may be amended or updated without notice, and we make no representation or warranty, express or implied, as to its accuracy, completeness, currency, or suitability for any particular purpose.
Any forward-looking statements, projections, illustrative figures, or descriptions of market or economic conditions are inherently uncertain and may not reflect actual outcomes. Past performance, where referenced, is not a reliable indicator of future results.
7. Intellectual Property
All content on the Website, including text, graphics, logos, images, audio, video, data compilations, software, and the design and layout of the Website (the “Content”), is owned by or licensed to EDMUNDNAV and is protected by copyright, trade mark, database, and other intellectual property rights and laws. The name “EDMUNDNAV” and any related logos and marks are trade marks of EDMUNDNAV and may not be used without our prior written consent.
Subject to your compliance with these Terms, you are granted a limited, non-exclusive, non-transferable, revocable licence to access and view the Content on the Website for your personal or internal business purposes only. You may print or download extracts of the Content for those purposes, provided that you do not modify the Content or remove any proprietary notices.
Except as expressly permitted by these Terms or with our prior written consent, you must not:
• reproduce, republish, distribute, or otherwise make available any Content to any third party;
• use any Content for commercial purposes, including for the development or training of artificial intelligence or machine learning models;
• modify, adapt, translate, or create derivative works based on the Content; or
• remove, obscure, or alter any copyright, trade mark, or other proprietary notice.
8. Acceptable Use
In using the Website you agree not to:
• use the Website in any way that breaches any applicable law or regulation, or that is fraudulent, unlawful, or has any unlawful purpose or effect;
• attempt to gain unauthorised access to the Website, the server on which it is stored, or any server, computer, or database connected to it;
• introduce any virus, trojan, worm, logic bomb, or other material that is malicious or technologically harmful;
• conduct any denial-of-service attack or distributed denial-of-service attack on the Website;
• interfere with, disrupt, or impose an unreasonable load on the Website or its underlying infrastructure;
• scrape, harvest, index, or otherwise systematically extract data from the Website by automated means without our prior written consent;
• impersonate any person or entity, or misrepresent your identity, affiliation, or authority; or
• encourage or assist any third party to do any of the foregoing.
We may report any breach of this Section to relevant law enforcement authorities and will cooperate with those authorities by disclosing your identity to them. Any breach of this Section will result in immediate termination of your right to use the Website.
9. Client Portal and Secure Areas
Certain areas of the Website, including any client portal, document repository, or investor reporting interface (each a “Secure Area”), are restricted to authorised users. Access to a Secure Area is conditional on your acceptance of these Terms and any additional terms applicable to that Secure Area, and on the issuance of valid credentials by us or by the relevant fund or manager.
If you are issued credentials to a Secure Area, you agree that you will:
• treat your username, password, and any multi-factor authentication tokens as confidential and not disclose them to any third party;
• use your credentials only for the purpose for which they were issued, and only by the individual to whom they were issued;
• notify us immediately if you become aware of any unauthorised use of your credentials or any other breach of security;
• comply with any user guides, security policies, or other instructions issued by us in respect of the Secure Area; and
• not download, copy, or distribute any document or information accessed through the Secure Area except as expressly permitted.
We may, at our discretion and without notice, suspend, restrict, or revoke access to any Secure Area, including where we suspect a breach of security, a breach of these Terms, or where required by applicable law or by the relevant fund or manager.
10. Information You Provide
Any information you submit to us through the Website, including through enquiry forms, contact addresses, or Secure Areas, must be true, accurate, current, and complete. You are responsible for the consequences of submitting inaccurate or incomplete information, including any delay in or refusal of services.
We will process personal information you submit in accordance with our Privacy Policy. By submitting information that includes the personal information of others (for example, beneficial owners or authorised representatives), you confirm that you have the authority to provide that information to us and that the individuals concerned have been informed of, and where required have consented to, the processing described in our Privacy Policy.
Where you submit content that is not personal information (for example, comments, suggestions, or feedback), you grant us a perpetual, worldwide, royalty-free, irrevocable, sub-licensable licence to use, reproduce, modify, and otherwise exploit that content for any lawful business purpose, without compensation or attribution.
11. Cookies and Similar Technologies
The Website uses cookies and similar technologies to operate the Website, support security and authentication, remember your preferences, and analyse use of the Website. Where required by applicable law, we will obtain your consent to the use of non-essential cookies. Further information about the cookies we use is set out in our cookie notice (where applicable) and in our Privacy Policy.
12. Third-Party Links and Content
The Website may contain links to websites, services, or content operated by third parties. Such links are provided for convenience only and do not constitute an endorsement, recommendation, or approval by EDMUNDNAV of the linked website, service, or content. We have no control over, and accept no responsibility or liability for, third-party websites, services, or content, including their availability, accuracy, security, or privacy practices. Your use of any third-party website, service, or content is at your own risk and subject to the terms of the relevant third party.
13. Disclaimers
To the maximum extent permitted by applicable law, the Website and the Content are provided on an “as is” and “as available” basis, without representation or warranty of any kind, whether express, implied, or statutory. EDMUNDNAV expressly disclaims all representations and warranties, including warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, currency, security, and uninterrupted or error-free operation.
Without limiting the generality of the foregoing, EDMUNDNAV does not warrant that:
• the Website will be available at any particular time or location, or that access will be uninterrupted or secure;
• any defects or errors in the Website or the Content will be corrected;
• the Website is free of viruses or other harmful components; or
• the results of using the Website will meet your requirements.
You are responsible for configuring your information technology and computing systems to access the Website safely, and for using your own virus protection software.
14. Limitation of Liability
Nothing in these Terms shall exclude or limit any liability that cannot lawfully be excluded or limited, including liability for fraud, fraudulent misrepresentation, death or personal injury caused by negligence, or any other liability that may not lawfully be excluded under the laws of your jurisdiction.
Subject to the foregoing, to the maximum extent permitted by applicable law, EDMUNDNAV, its affiliates, and their respective directors, officers, employees, and agents shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any:
• loss of profits, revenue, business, opportunity, anticipated savings, or goodwill;
• loss or corruption of data;
• indirect, special, incidental, consequential, or punitive loss or damage; or
• loss or damage arising from your use of, or inability to use, the Website or the Content, or from reliance on any information published on the Website,
in each case howsoever arising and even if EDMUNDNAV had been advised of the possibility of such loss or damage.
To the maximum extent permitted by applicable law, the aggregate liability of EDMUNDNAV to you arising out of or in connection with the Website, the Content, and these Terms shall not exceed one hundred United States dollars (USD 100), or the equivalent in your local currency.
These limitations apply to your use of the Website and the Content only. They do not affect, and are without prejudice to, any liability that EDMUNDNAV may have under a separate written agreement with you for the provision of administration or other services.
15. Indemnity
You agree to indemnify, defend, and hold harmless EDMUNDNAV, its affiliates, and their respective directors, officers, employees, and agents from and against all losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or in connection with:
• your breach of these Terms;
• your misuse of the Website or any Secure Area;
• any information you submit to us that is false, inaccurate, or in breach of any third-party right or applicable law; or
• your infringement of any intellectual property right or other right of any person.
16. Suspension and Termination
We may, at our sole discretion and without notice, suspend, restrict, or terminate your access to the Website or any part of it, including any Secure Area, where we consider that:
• you have breached or are likely to breach these Terms;
• such action is necessary or appropriate to protect the security or integrity of the Website or any Secure Area;
• such action is required by applicable law, regulation, or order of a competent authority; or
• we have decided, for any reason, to discontinue all or any part of the Website.
Termination of your access to the Website does not affect any rights or obligations of either party that have accrued prior to termination, nor any provision of these Terms that by its nature is intended to survive termination.
17. Force Majeure
EDMUNDNAV shall not be liable for any failure or delay in the operation or availability of the Website caused by events outside our reasonable control, including acts of God, natural disasters, epidemics or pandemics, war, terrorism, civil disturbance, governmental action, labour disputes, failures of telecommunications or internet services, power failures, cyber-attacks, or the acts or omissions of third-party providers.
18. Changes to these Terms and to the Website
We may update these Terms from time to time to reflect changes in our practices, technology, legal requirements, or other factors. The version date at the top of these Terms indicates when they were last revised. Updated Terms will be effective from the date of publication on the Website, and your continued use of the Website following such publication constitutes acceptance of the updated Terms. We recommend that you review these Terms periodically.
We may also modify, suspend, or discontinue the Website or any feature, content, or service made available through it at any time, with or without notice, and shall have no liability to you or to any third party for doing so.
19. Governing Law and Jurisdiction
These Terms, and any non-contractual obligations arising out of or in connection with them, are governed by and shall be construed in accordance with the laws of [Insert governing jurisdiction], without regard to its conflict of laws principles.
You agree that the courts of [Insert governing jurisdiction] shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or your use of the Website, except that EDMUNDNAV reserves the right to bring proceedings against you in any other jurisdiction in which you reside, are domiciled, or hold assets.
20. General Provisions
20.1 Entire Agreement
These Terms, together with any documents expressly referred to in them (including our Privacy Policy and any terms applicable to a Secure Area), constitute the entire agreement between you and EDMUNDNAV in respect of your use of the Website and supersede all prior or contemporaneous communications and proposals on the subject matter.
20.2 Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired. The parties shall negotiate in good faith to replace any invalid provision with a valid provision that achieves, to the greatest extent possible, the original intent.
20.3 No Waiver
No failure or delay by EDMUNDNAV in exercising any right or remedy under these Terms shall operate as a waiver of that right or remedy, and no single or partial exercise of any right or remedy shall preclude any other or further exercise of it.
20.4 No Partnership or Agency
Nothing in these Terms is intended to, or shall be deemed to, establish any partnership, joint venture, agency, or fiduciary relationship between you and EDMUNDNAV, or to authorise either party to make commitments on behalf of the other.
20.5 Assignment
You may not assign, transfer, or sub-contract any of your rights or obligations under these Terms without our prior written consent. EDMUNDNAV may assign or transfer its rights and obligations under these Terms without your consent, including in connection with any reorganisation, restructuring, or sale of all or part of its business.
20.6 Third-Party Rights
A person who is not a party to these Terms has no right to enforce any provision of them, except that any affiliate of EDMUNDNAV and any of its or their directors, officers, employees, or agents may enforce, in their own right, any provision of these Terms expressed to be for their benefit.
20.7 Notices
Any notice you wish to give us in connection with these Terms must be sent in writing to the contact details set out in Section 21. Any notice we give you may be sent to the most recent email address or postal address you have provided to us, or by posting a notice on the Website.
21. Contact Us
If you have any questions about these Terms, please contact us:
EDMUNDNAV Legal and Compliance
Email: info@edmundnav.com
Postal address 51218 Al Zahiyah, 10th St, Abu Dhabi, UNITED ARAB EMIRATES
Attention: Legal and Compliance Team