The following terms and conditions govern your access to, and use of, the following Webpages. Please read the terms and conditions carefully and acknowledge your agreement before entering the Webpages.
1. Access to and use of the Webpages
1.1 By clicking "I agree", you represent and warrant that you accept (and are authorised to accept) these terms and conditions (the "Terms and Conditions") on your behalf and on behalf of any institution by which you are engaged in relation to the contents of the following webpages (the "Webpages"). References to the words "you" or "your" refer to both you and any such institution. If you do not agree to be bound by the Terms and Conditions in their entirety, please click the "I decline" button below and you will not be permitted to access the Webpages. For the purposes of these Terms and Conditions, "Shawbrook" means Shawbrook Group plc and its subsidiaries.
1.2 You acknowledge that any materials contained on the Webpages (the "Materials") are being made available by Shawbrook in good faith and for information purposes only. Any person seeking access to the Webpages represents and warrants to Shawbrook that they are doing so for information purposes only. You are restricted from accessing or using the Materials for any other purpose and agree to notify Shawbrook immediately if you become aware of any unauthorised use of the Webpages.
1.3 You confirm that you will comply with all applicable laws and obligations in force in any jurisdiction which is applicable to you, at any time in relation to the Materials and you will obtain any consent, approval or permission required for such purposes under such laws or regulations. By accessing the Webpages, you confirm that the Materials may be lawfully accessed by you in accordance with the laws and regulations of the applicable jurisdictions.
1.4 The Materials are 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 local law or regulation (securities or otherwise) and is provided on the basis of your acceptance of the Terms and Conditions. You may not use the Materials in a manner that may violate any securities laws. The Materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for any securities mentioned in the Materials (the "Securities") in any jurisdiction.
1.5 By accessing the Webpages, you confirm that (a) you are outside the United States and are not a U.S. person, as defined in Regulation S under the United States Securities Act of 1933, as amended (the "Securities Act"), nor acting on behalf of a U.S. person; (b) you are not located in the United States of America, its territories and its possessions; (c) if you are a person in the United Kingdom, then you are a person who (i) is an investment professional within the meaning of Article 19(5) of the Financial Services and Markets Act (Financial Promotion) Order 2005 (the "Order"), (ii) is a high net worth entity falling within Article 49(2)(a) to (d) of the Order or (iii) is any other person to whom it may otherwise lawfully be communicated or caused to be communicated; and (d) you are not a person to whom the communication of the Materials is otherwise restricted.
1.6 The Securities have not been, and will not be, registered under the Securities Act or with any securities regulatory authority of any state or other jurisdiction of the United States. The Securities may not be offered or sold within the United States or to, or for the account or benefit of, any U.S. person unless they are registered under the Securities Act or an exemption from the registration requirements of the Securities Act is available. The Materials may not be released, published or distributed directly or indirectly in or into the United States or released to any U.S. person. Any forwarding, distribution or reproduction of the Materials in whole or in part is unauthorised. Failure to comply with this directive may result in a violation of the Securities Act or the applicable laws of other jurisdictions.
2. Restriction on access to certain persons
The Securities are complex financial instruments and are not a suitable or appropriate investment for all investors. Certain documents on the Webpages contain legends or other restrictions limiting the persons who, or the circumstances under which, certain persons may participate in an offering of Securities. The availability of the information through the Webpages does not alter or change in any way the nature or effect of any such restrictions. By accessing the Webpages, you acknowledge and agree to comply with such legends and restrictions.
3. Acknowledgement and disclaimers
3.1 By accessing the Webpages, you acknowledge and agree to the following:
(a) No duty to update or correct Information. Certain Materials may be historical in nature and, in general, the Materials are only current as of their applicable or stated date. Neither Shawbrook nor any of its affiliates or their respective directors, officers, employees or agents has any duty to maintain or update any Materials and, therefore, the Materials may not be up-to-date.
(b) No advice given. The Webpages (including any Materials) does not provide, or purport to provide, any financial, investment, tax, accounting, regulatory or legal advice or recommendation. Further it does not constitute a recommendation by Shawbrook or any of its affiliates or their respective directors, officers, employees or agents to purchase or sell any securities.
(c) Third party information and opinions. Any information, representation or warranty on the Webpages prepared by or sourced from a party other than Shawbrook (including, without limitation, any links to other websites) does not imply any endorsement or responsibility by Shawbrook any of its affiliates or their respective directors, officers, employees or agents for the information therein, or any representation regarding any such information.
(d) Forward looking statements. The Materials may contain forward-looking statements which reflect Shawbrook's view on future events and financial and operational development. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forward-looking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements.
(e) Electronic form. The Materials have been made available to you in electronic form and there can be no assurance that its use will be uninterrupted or that they will be free from error.
4. Limitation of liability and remedies
4.1 Neither Shawbrook, nor any its affiliates or their respective directors, officers, employees or agents accepts (a) any liability or responsibility for, and makes no representations or warranties in relation to, the adequacy, accuracy or completeness of the Materials or (a) any liability or responsibility for your use of any Materials. In addition, Shawbrook has no duty or obligation to you in respect of such Materials (including as to verifying or correcting any Materials).
4.2 Neither Shawbrook, nor any its affiliates or their respective directors, officers, employees or agents will, under any circumstances, be liable to you or to any third party, regardless of the form of action, for any lost profits or lost opportunity, or any indirect, special, consequential, incidental or punitive damages whatsoever, even if advised of the possibility of such damages.
5. Rights of third parties
5.1 No person may enforce any of the terms of the Terms and Conditions under the Contract (Rights of Third Parties) Act 1999, except that the respective subsidiaries (as such term is defined in the Companies Act 2006) of Shawbrook shall have the benefit thereof and shall be entitled to enforce them.
5.2 The Terms and Conditions may be varied or terminated by Shawbrook at any time. Notwithstanding any other term of the Terms and Conditions, the consent of any third party is not required for any variation or termination of the Terms and Conditions by Shawbrook.
6. Governing law and jurisdiction
6.1 The Terms and Conditions and any non-contractual obligations arising out of or in connection with the Terms and Conditions will be governed by, and construed in accordance with, the laws of England and Wales.
6.2 The English courts will have jurisdiction to settle any disputes which may arise in connection with the Terms and Conditions or any non-contractual obligations arising out of or in connection with the Terms and Conditions.