Terms of Use

These Terms of Use constitute a legally binding agreement between BlackSand Capital, LLC, BlackSand Capital Management I, LLC and their affiliates (together, “BlackSand,” “our,” “us” or “we”) and you, the user of https://blacksandcapital.com/, including any subdomain thereof (the “Site”). By accessing the Site you acknowledge that you have read and agree to these Terms of Use. These Terms of Use govern your use of the Site. Please read these Terms of Use carefully. If you do not agree with any of the terms and conditions contained herein, please do not access the Site.
BlackSand reserves the right to amend these Terms of Use in its sole discretion. BlackSand will post any changes to these Terms of Use on the Site, and changes are effective immediately upon posting. Your continued access or use of the Site following any such changes constitutes your acceptance of, and agreement to be bound by, such new terms and conditions. If you object to any of the changes to these Terms of Use, please stop accessing the Site. You should check this page each time you visit the Site and review any changes to these Terms of Use carefully so you are aware of any changes, as they are binding on you.
The Site is offered and available to users who are 18 years of age or older. By using the Site, you represent and warrant that you are of legal age to form a binding contract with BlackSand. If you do not meet all of these requirements, you must not access or use the Site. By accessing this Site, you consent to transact business with us online and electronically.

PURPOSE OF THE SITE; NOT INVESTMENT ADVICE; NO RECOMMENDATIONS

The information presented on or through the Site is made available solely for informational purposes in relation to BlackSand and its current and potential investments and other business ventures. BlackSand does not warrant the accuracy, completeness, or usefulness of any information on the Site. Any reliance you place on such information is strictly at your own risk. BlackSand disclaims all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Site, or by anyone who may be informed of any of its contents.
The Site is not intended to provide legal, business, tax, accounting, investment, or other advice. You agree not to construe any of the Content (as defined below) provided in connection with the Site as legal, business, tax, accounting, investment, financial or other advice. You agree that the Content provided in connection with the Site does not, and shall not be deemed to, constitute an offer to sell, or a solicitation to any person to buy, any security or other investment. You understand that none of the Content constitutes a recommendation that you or any other person purchase, sell or hold any security, company, investment product or other investment, or that you should pursue any investment strategy, and the Content is not to be relied upon for the purpose of making investment or other decisions. In addition, you understand and agree that all Content provided in connection with the Site is published without consideration of your individual circumstances, financial, or otherwise. Accordingly, you agree that you are solely responsible for any investment decisions or other determinations made, including the evaluation of any investment or other risks, with respect to any of the Content provided in connection with the Site. You agree to consult your own professional advisors as to any legal, business, tax, accounting, investment, financial or other advice regarding any Content provided in connection with the Site.

REGULATORY DISCLOSURES

BlackSand does not solicit or make its services available to the public. The Content provided on or through the Site may include information regarding past and/or present investments managed by BlackSand and/or its personnel. It should not be assumed that investments made in the future will be comparable in quality or performance to the investments described herein. Further, references to past and present investments should not be construed as a recommendation of any particular investment or security. Information relating to any current or prior investments have been included for illustrative purposes only and have been selected in order to provide examples of the types of investments managed by BlackSand. Current and previous investments listed on the Site are not to be considered a complete list of all investments historically managed by BlackSand. The investments listed should not be assumed to have been profitable. Any past performance information on the Site is not necessarily indicative, or a guarantee, of future results.
Certain information contained on the Site constitutes “forward-looking statements.” All forward-looking statements represent only the intent and belief of BlackSand as of the date such statements were made. BlackSand does not (i) assume any responsibility for the accuracy and completeness of any forward-looking statements or (ii) undertake any obligation to disseminate any updates or revisions to any forward-looking statement contained on the Site to reflect any change in our expectation with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Due to various risks and uncertainties, actual events or results may differ materially from those reflected or contemplated in such forward-looking statements. BlackSand is registered with the U.S. Securities and Exchange Commission as an investment adviser, which does not imply a certain level of skill or training.

PRIVACY POLICY

In addition to these Terms of Use, your access to and use of the Site is also subject to our Website Privacy Policy2 (the “Privacy Policy”), which is incorporated by reference herein. The Privacy Policy contains additional terms relating to our potential collection, use and disclosure of your personal information. By accessing or using the Site, you agree that you have read, understand and agree to the Privacy Policy.

If you choose, or are provided with, a user name, password or any other piece of information as part of BlackSand’s security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Site or portions of it using your user name, password or other security information. You agree to notify BlackSand immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. BlackSand has the right to disable any user, whether chosen by you or provided by us, at any time in BlackSand’s sole discretion for any or no reason, including if, in BlackSand’s opinion, such user has violated any provision of these Terms of Use.

PROHIBITED CONDUCT

You agree that you are responsible for your own conduct while using the Site and for any consequences thereof. You agree to use the Site only for purposes that are legal, proper and in accordance with these Terms of Use and any applicable law, rules or regulations. Any suspected fraudulent, abusive, or illegal activity may be referred to appropriate law enforcement authorities. By way of example, and not as limitation, you agree that you may not:
  • 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;
  • attempt to gain unauthorized access to the Site or the computer systems or networks connected to the Site through hacking, password mining or any other means;
  • create user accounts by automated means or under false or fraudulent pretenses;
  • utilize any data provided on the Site (including third-party provided data) for purposes other than evaluating BlackSand; transmit any viruses, worms, defects, Trojan horses, or any items of a destructive nature; defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; email or transmit any inappropriate, defamatory, infringing, obscene, or unlawful content;
  • run Maillist, Listserv, or any form of auto-responder or “spam” on the Site;
  • use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site, including to engage in the practices of “screen scraping,” “database scraping,” retrieving or indexing any portion of the Site, collecting information about its users for any unauthorized purpose or any other activity with the purpose of obtaining content or other information;
  • interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site;
  • download any file posted that you know, or reasonably should know, cannot be legally distributed in such manner;
  • impersonate another person or entity;
  • remove any copyright, trademark or other proprietary rights notices contained in or on the Site;
  • use the Site for any illegal or unauthorized purpose (including, without limitation, in violation of any United States federal or state securities or blue sky laws or regulations, securities exchange or self-regulatory organization’s rules or regulations, or equivalent laws or regulations in foreign jurisdictions);
  • use the Site for any commercial purpose whatsoever other than for your own personal use.

OWNERSHIP

The trade names, trademarks, service marks, trade dress, logos and other indicia of source (collectively, “Marks”) found on the Site and any and all information and content available through the Site (including strategies, policies, business plans, research, concepts, and other information (collectively, the “Content”)) are proprietary to BlackSand or its licensors and are protected by intellectual property rights and unfair competition and other laws. You may not use any Mark or Content without the express written permission of the owner (whether BlackSand or otherwise), and nothing contained in these Terms of Use or anywhere on the Site shall be construed as granting any license or right to use any Mark or Content.

THIRD-PARTY LINKS

From time to time, BlackSand may provide links from the Site to websites operated by third parties. BlackSand’s decision to do so is in no way an endorsement of these sites. BlackSand does not monitor, edit or control such third-party sites and is not responsible in any way for the suitability of their content or for the quality of the products or services offered therein. Your choice to follow links to such websites is at your sole risk. When you click on a link to another website, you will be leaving the Site. If you have any questions regarding a linked site, please direct them to the administrator of the relevant site. BlackSand reserves the right to terminate any link at any time.

DISCLAIMER OF WARRANTIES

THE SITE AND CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND, TO THE MAXIMUM EXTENT NOT PROHIBITED UNDER APPLICABLE LAW, ARE PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY BLACKSAND, EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SITE, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. BLACKSAND FURTHER DOES NOT REPRESENT OR WARRANT THAT THE SITE OR CONTENT WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE OR ERROR-FREE. YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SITE REMAINS WITH YOU TO THE MAXIMUM EXTENT NOT PROHIBITED UNDER APPLICABLE LAW.

LIMITATION OF LIABILITY

BLACKSAND DOES NOT ASSUME ANY LIABILITY OR RESPONSIBILITY FOR THE SITE OR THE CONTENT. TO THE FULLEST EXTENT NOT PROHIBITED BY APPLICABLE LAW, BLACKSAND IS NOT LIABLE TO YOU OR ANYONE ELSE FOR ANY CLAIM OF ANY NATURE WHATSOEVER BASED ON (1) THE SITE OR THE CONTENT, INCLUDING ANY DECISION MADE OR ACTION TAKEN IN RELIANCE ON THE CONTENT OR ANY FEATURE OF THE SITE OR (2) YOUR BREACH OF ANY PROVISION OF THESE TERMS OF USE.
UNDER NO CIRCUMSTANCES WILL BLACKSAND BE LIABLE FOR ANY DAMAGES OR LOSSES (INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, LOST REVENUES, LOST PROFITS, LOSS OF BUSINESS, LOSS OF DATA OR ANY OTHER DAMAGES OR LOSSES) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE OR YOUR USE OF ANY SERVICE OR CONTENT, REGARDLESS OF THE THEORY OF LIABILITY, WHETHER TORT (INCLUDING NEGLIGENCE OF ANY KIND), CONTRACT OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF THE DAMAGES OR IF THE DAMAGES COULD HAVE BEEN FORESEEN. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

INDEMNITY

To the maximum extent not prohibited by applicable law, you agree that you will be solely responsible for, and that you will defend, indemnify and hold BlackSand, its parents, subsidiaries and other affiliates and each of their respective officers, directors, agents, employees and representatives harmless from and against any and all claims, demands, liabilities, costs or expenses, including reasonable attorneys’ fees, resulting from your violation of these Terms of Use or otherwise resulting from your use of the Site. BlackSand reserves the right, at its own expense, to assume the exclusive defense and control of any matter for which it is entitled to indemnification, but you must still indemnify BlackSand for all liabilities, losses, or damages. You agree to provide BlackSand with whatever cooperation it reasonably requests.

LIMITATION ON TIME TO FILE CLAIMS

YOU AGREE THAT ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

MISCELLANEOUS

You may not assign or otherwise transfer these Terms of Use or your rights or obligations under it without BlackSand’s prior written consent, and any attempted assignment or other transfer in violation of this provision shall be void ab initio. BlackSand may assign these Terms of Use or any rights under these Terms of Use without your consent and without notice to you. Nothing in these Terms of Use may be used to construe you and BlackSand as joint venturers, co-employers, partners, or agents of each other, and neither you nor BlackSand has the power to obligate or bind the other in any way whatsoever. Should any term or other provision hereof be deemed invalid, void, illegal or unenforceable in any jurisdiction, either in its entirety or in a particular application, the remainder of these Terms of Use shall nonetheless remain in full force and effect. Upon such determination that any term or other provision is invalid, void, illegal or unenforceable, such term or other provision will be enforced to the maximum extent permitted by applicable law in such jurisdiction. The failure of BlackSand at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same unless the same is waived in writing. These Terms of Use shall be governed by and construed in accordance with the laws of the State of Delaware without giving effect to any choice or conflict of law provisions or rules (whether of Delaware or any other jurisdiction) that would cause the applications of the laws of any jurisdiction other than those of Delaware. Any legal proceeding, controversy, claim, action or dispute arising out of, relating to or based upon these Terms of Use against or relating to BlackSand or any indemnified party under these Terms of Use shall be instituted in the federal courts of the United States of America or the courts of the State of Hawaii, and you irrevocably submit to the exclusive jurisdiction of such courts for the purpose of any such proceeding or dispute. Service of process, summons, notice or other document by mail to your address shall be effective service of process for any proceeding brought in any such court. Additionally, you irrevocably and unconditionally waive any objection to the laying of venue of any proceeding in such courts and you irrevocably waive and agree not to plead or claim in any such court that any such proceeding brought in any such court has been brought in an inconvenient forum. The terms and conditions set forth in these Terms of Use and any agreements included or referred to in these Terms of Use constitute the final, complete and exclusive agreement with respect to the Site and may not be contradicted, explained or supplemented by evidence of any prior agreement, any contemporaneous oral agreement or any consistent additional terms.
Headings and captions throughout these Terms of Use are for convenience only and should not be considered part of these Terms of Use. The word “including” means “including without limitation.”

If you have any questions or concerns about these Terms of Use or any issues raised in these Terms of Use or on the Site, please contact the Chief Compliance Officer of BlackSand at info@blacksandcapital.com.