Business Continuity Plan

Our business continuity plan addresses: data backup and recovery; all mission critical systems; financial and operational assessments; alternative means of communications with customers, employees, and regulators; alternate physical location of employees; critical supplier, contractor, bank and counter-party impact; and regulatory reporting. Depending on the nature of the business disruption, the Firm may leverage both alternative locations and virtual or “at home” resources. The Firm does not hold any customer funds or securities.

We plan to quickly recover and resume business operations after a significant business disruption and respond by safeguarding our employees and property, making a financial and operational assessment, protecting the firm’s books and records, and allowing our customers to transact business. In short, our business continuity plan is designed to permit our firm to resume operations as quickly as possible, given the scope and severity of the significant business disruption.

The Leonis Securities Business Continuity Plan is reviewed periodically and subject to change without notice. If you have any questions about our Business Continuity Plan, please contact us at Leonis Partners, 320 Park Avenue, 34th Floor, New York, NY 10022 Attn: Compliance Department

Customer Identification Program Notice

Important Information information you need to know about opening a new account to help the government fight the funding of terrorism and money laundering activities, federal law requires financial institutions to obtain, verify, and record information that identifies each person who opens an account. This Notice answers some questions about your firm's Customer Identification Program. What types of information will I need to provide? When you open an account, your firm is required to collect information such as the following from you: → Your name → Date of birth → Address → Identification number: • U.S. Citizen: taxpayer identification number (social security number or employer identification number) • Non-U.S. Citizen: taxpayer identification number, passport number, and country of issuance, alien identification card number, or government-issued identification showing nationality, residence, and a photograph of you. You may also need to show your driver's license or other identifying documents. A corporation, partnership, trust or other legal entity may need to provide other information, such as its principal place of business, local office, employer identification number, certified articles of incorporation, government-issued business license, a partnership agreement, or a trust agreement. U.S. Department of the Treasury, Securities and Exchange Commission, FINRA, and New York Stock Exchange rules already require you to provide most of this information. These rules also may require you to provide additional information, such as your net worth, annual income, occupation, employment information, investment experience and objectives, and risk tolerance. What happens if I don't provide the information requested or my identity can't be verified? Your firm may not be able to open an account or carry out transactions for you. If your firm has already opened an account for you, they may have to close it. We thank you for your patience and hope that you will support the financial industry's efforts to deny terrorists and money launderers access to America's financial system.

Customer Relationship Summary

Brokerage and investment advisory services and fees differ and it is important for you to understand the differences. Free and simple tools are available to research firms and financial professionals at Investor.gov/CRS, which also provides educational materials about broker-dealers, investment advisers, and investing. Click here to read Firm full Customer Relationship Summary. This document gives you a summary of the types of services we provide and how you pay. We have delivered Firm CRS to you by email or through U.S. mail. If you have not received it or if you wish to receive an additional copy, please call (212) 804-8815.

Customer Complaints

In accordance with Exchange Act Rule 17a-3(a)(18)(ii), we are furnishing this statement to provide you with a name, telephone number and address, if you ever need to report or notify us of a possible complaint. If, for any reason, you feel you have a complaint, please contact our Chief Compliance Officer immediately by telephone at (212) 804-8815, or by mail at:

Leonis Partners, 330 Madison Avenue, 24th Floor, New York, NY 10017. Attn: Compliance Department.

Anti-Money Laundering

Under US regulations, we are required to obtain, verify, and record information to verify the identity of each entity or individual that becomes a client of Leonis Partners or otherwise enters into a formal business relationship with us.
When you enter into a client relationship with us, we are required to obtain your legal name, date of birth (or, for entities, formation), address, and identification number. For legal entities, we may require documentation showing the existence of the entity, such as a certified copy of the entity’s formation document (e.g., articles of incorporation), a government issued business license, a partnership agreement, or a trust instrument. For legal entities, we are also required to obtain, verify, and record information about each 25% beneficial owner and one individual who has significant responsibility for managing the entity, which may include personal identifiable information. We may request further documentation from you, and we may use third-party sources to verify information you provide to us or to obtain additional information.

We must keep a copy of the documents you provide to us, or that we receive from outside sources, in our files for certain time periods required by applicable regulation. In some instances, we may share the documents with our affiliates. We will take care to preserve the confidentiality of all information and documentation we receive from you or concerning you, however we are obligated to provide a copy of such documentation to regulatory authorities upon request. This applies whether you become a client of the Firm, and applies after you are no longer a client of the Firm.

Broker Check

We Encourage you to use FINRA’s Free Online Tool to Review Financial Industry Professionals.

Click the button below to access FINRA’s BrokerCheck. FINRA regulates the people and the firms that sell stocks, bonds, mutual funds and other securities. Enter the name of a broker to review important information about them including experience, certifications, licenses, disclosures and other regulatory history.

FINRA'S BROKER CHECK

1. Important Notice

This is the Privacy Notice of Leonis Principal Limited (company number 13917788) whose registered office is at Wey House, Farnham Road, Guildford, Surrey, United Kingdom, GU1 4YD (“Leonis”). Leonis is part of a group which is made up of a number of legal entities (“Group”) so where this Privacy Notice refers to “Leonis”, “we”, “us” or “our”, it is referring to the relevant company within the Group. This Privacy Notice sets out how we collect and process your personal data. This Privacy Notice also provides certain information that is legally required and lists your rights in relation to your personal data.

This Privacy Notice relates to personal information that identifies “you” meaning customers or potential customers, individuals who browse our website or individuals outside our organisation with whom we interact. If you are an employee, contractor or otherwise engaged in work for us or applying to work for us, a separate privacy notice applies to you instead.

This Privacy Notice is not intended for children and we do not knowingly collect personal data relating to children. If you believe that we might have any information from a child, please contact us at privacy@leonispartners.com. If we learn that we have inadvertently collected the personal data of a child, we will take steps to delete the information as soon as possible. 

Additionally, this Privacy Notice is not intended to apply to personal data collection during the recruitment of employees, for which there is a separate privacy notice.

This Privacy Notice may vary from time to time so please check it regularly. This version of this Privacy Notice was first published on 04 November 2024 and has not been updated since.

2.  When this Privacy Policy Applies

This Privacy Notice applies to all services offered by Leonis and its affiliates but excludes services that have separate privacy policies or notices that do not incorporate this Privacy Notice.

3.  How to Contact Us

Controller

This Privacy Notice applies where we are a controller in respect of your personal data – this is where we decide how and why your personal data is processed.

If you wish to correct your personal data held by us or to opt out at any time from receiving marketing correspondence from us or to alter your marketing preferences please contact privacy@leonispartners.com.

If you need to contact us in connection with our use or processing of your personal data,or gain access to it then our contact details are privacy@leonispartners.com.

Representative

Our EU representative is Pembroke Privacy Ltd., 3-4 Upper Pembroke Street, Dublin 2, Ireland and you can contact them at privay@leonispartners.com.

4. Categories of Personal Data We Collect

The categories of personal data about you that we may collect, use, store, share and transfer are:

• Individual Data. This includes personal data which relates to your identity, such as your first name, middle name, last name, username or similar identifier, marital status, title, organisation, date of birth and gender and your contact details such as your address, email address and telephone numbers; 

• Advertising Data. This includes personal data which relates to your advertising preferences, such as information about your preferences in receiving marketing materials from us and our third parties and your communication preferences;

• Information Technology Data. This includes personal data which relates to your use of our website, such as your internet protocol (IP) address, login data, traffic data, weblogs and other communication data, browser type and version, time zone setting and location, browser plug-in types and versions, operating system and platform and other technology on the devices you use to access our website.

• Account Data. This includes personal data which relates to any account, billing, invoicing, username and passwords;

• Economic and Financial Data. This includes personal data relating to your finances, such as bank account and payment card details and information which we collect from you for the purposes of the prevention of fraud;

• Transaction Data. This includes personal data which relates to the transactions you have conducted with us, such as details about payments to and from you, details of subscriptions to our services or publications and other details of services you have purchased from us; and

• Audio and Visual Data. This includes personal data which is gathered using our CCTV or other recording systems in the form of images, video footage and sound recordings that is taken at any of our locations or otherwise by us for promotional purposes.

We may also create Personal Data about you, for example, if you contact us by telephone to make a complaint, for example about our services or goods, then we may make a written record of key details of the conversation so that we can take steps to address the complaint.

We also obtain and use certain aggregated data such as statistical or demographic data for any purpose (“Aggregated Data”). Aggregated Data may be derived from your personal data but does not directly or indirectly reveal your identity. For example, we may aggregate your Information Technology Data to calculate the percentage of users accessing a specific feature on our website. However, if we re-combine or re-connect Aggregated Data with your personal data so that it can directly or indirectly identify you, we treat the combined data as personal data which will be used in accordance with this Privacy Notice.

5. The Sources From Which We Obtain Your Personal Data

We obtain your personal data from the following sources:

• Directly from you, You may choose to provide us with personal data about yourself when you request information about our services, transact business with us or engage with us at events or through email or through interactive features on the site. This could be either in person (at our locations or otherwise), via our website or by telephone or via handheld PDAs. This could include personal data which you provide when you:

1. place an order for our services or transact business with us;
2. use interactive features on our website;
3. subscribe to our publications;
4. request information on our services or for other marketing to be sent to you;
5. attend our events; or complete a survey from us or give us feedback.

• Via automated technologies, such as CCTV or other recording systems, cookies, server logs and other similar technologies. We may automatically collect Information Technology Data about your equipment, browsing actions, patterns, location, operating system version, browser type, and internet service provider by using cookies, server logs and other similar technologies. The information we collect automatically is statistical data and may or may not include personal data, but we may maintain it or associate it with personal data we collect in other ways or receive from third parties. Please see our Cookie Policy for further details.

• Cookies and Similar Technologies. We may also receive Information Technology Data about you if you visit other websites employing our cookies. Please see our Cookie Policy for further details.

• From publicly available sources, such as:

1. Companies House;

2. the electoral roll;

3. HM Land Registry.

6. How We Use Your Personal Data

We use your personal data in ways that are compatible with the purposes for which it was collected or authorised by you, including for the following purposes:

  A) To communicate and inform you about services available from Leonis. This would include:

• ·to send you information you have requested; and
• ·to deal with your enquiries.

  B) To authorise access to our sites and services;

  C) To provide you with services and perform our contractual obligations to you. This would include:

• making or receiving payments, fees and charges; and
• collecting and recovering money owed.

  E) To monitor and analyse trends, usage, and activities in connection with our services;

  F) To improve our client service;

  G) To respond to and support use of the sites and services;

  H) To comply with all applicable legal requirements;

  I) In connection with research and development activities;

  J) To finance, restructure, sell, make ready for sale or dispose of our business in whole or in part including to any potential buyer or their advisers

  K) To carry out any other purpose described to you at the time the information was collected; and

 L) To investigate and defend any possible fraud, other illegal activities (and to assist regulators, trade bodies and law enforcement agencies in relation to the same) or other violations of our terms and conditions or this Privacy Notice, attempts to harm our users and/or any third-party claims or allegations.

We use the information we collect from our sites to provide, maintain, and improve them, to develop new services, and to protect our firm, clients and portfolio companies. 

We use information collected from cookies and other technologies, to improve your user experience and the overall quality of our services. We may use your personal data to see which web pages you visit at our site, which web site you visited before coming to our site, and where you go after you leave our site. We can then develop statistics that help us understand how our visitors use our site and how to improve it.  We may also use the information we obtain about you in other ways for which we provide specific notice at the time of collection.

7. Our Lawful Baisis for Processing Your Personal Data

Consent. For certain purposes it may be appropriate for us to obtain your prior consent. The legal basis of consent is only used by us in relation to processing that is entirely voluntary – it is not used for processing that is necessary or obligatory in any way. We may share personal data with companies, organisations or individuals outside of Leonis when we have your consent to do so. In the event that we rely on your consent, you may at any time withdraw the specific consent you give to our processing your personal data. Please contact us using the contact details set out in paragraph 1 to do so.  Please note even if you withdraw consent for us to use your personal data for a particular purpose we may continue to rely on other lawful bases to process your personal data for other purposes.

Other legal bases we may rely on

Where we are relying on a basis other than your consent, the lawful basis for processing personal data will be one of the following:

8. Who Receives Your Personal Data

We may disclose your personal data to:

• our group companies and affiliates or third party data processers who may process data on our behalf to enable us to carry out our usual business practices. Any such disclosure will only be so that we can process your personal data for the purposes set out in this Privacy Notice;
• HMRC, legal and other regulators or authorities, including those who request your personal data or to report any potential or actual breach of applicable law or regulation;
• external professional advisers such as accountants, bankers, insurers, auditors and lawyers;
• law enforcement agencies, courts or other relevant party, to the extent necessary for the establishment, exercise or defence of legal rights;
• third parties where necessary for the purposes of prevention, investigation, detection or prosecution of criminal offences or the execution of criminal penalties; and/or
• third parties which are considering or have decided to acquire some or all of our assets or shares, merge with us or to whom we may transfer our business (including in the event of a reorganisation, dissolution or liquidation).

9. Personal Data About Other People Which You Provide To Us

If you provide personal data to us about someone else (such as one of your directors or employees, or someone with whom you have business dealings) you must ensure that you are entitled to disclose that personal data to us and that, without our taking any further steps, we may collect, use and disclose that personal data as described in this Privacy Notice.

You must ensure the individual concerned is aware of the various matters detailed in this Privacy Notice, as those matters relate to that individual, including our identity, how to contact us, the way in which we collect and use personal data and our personal data disclosure practices, that individual's right to obtain access to the personal data and make complaints about the handling of the personal data, and the consequences if the personal data is not provided.

10. Accuracy Of Your Personal Information

It is important that the personal data we hold about you is accurate and current and we take all reasonable precautions to ensure that this is the case but we do not undertake to check or verify the accuracy of personal data provided by you.  Please keep us informed if your personal data changes during your relationship with us either by logging onto your account on the website or by contacting us. We will not be responsible for any losses arising from any inaccurate, inauthentic, deficient or incomplete personal data that you provide to us.

11. International Transfers of Personal Data

It is possible that personal data we collect from you may be transferred, stored and/or processed outside the United Kingdom including outside the European Economic Area including to the United States of America.

In connection with such transfers we will ensure that:

  A) there are appropriate safeguards in place such as binding corporate rules or approved model contractual clauses. A copy of the appropriate safeguard can be obtained by contacting us at privacy@leonispartners.com; or

  B) the transfer is to a country that provides an adequate level of protection; or

  C) one of the derogations for specific situations applies to the transfer including explicit consent or necessary for the performance of a contract or exercise or defence of legal claims.

12. How Long We Will Store Your Personal Data For

We may retain your personal data for a period of time consistent with the original purpose for collection.  For example, we keep your personal data for no longer than reasonably necessary for your use of our products and services and for a reasonable period of time afterward. We also may retain your personal data during the period of time needed for us to pursue our legitimate business interests, conduct audits, comply with our legal obligations, resolve disputes and enforce our agreements. contractual or statutory requirements on you to provide personal data.

In certain circumstances the provision of personal data by you is a requirement to comply with the law or a contract, or necessary to enter into a contract.

It is your choice as to whether you provide us with your personal data necessary to enter into a contract or as part of a contractual requirement. If you do not provide your personal data then the consequences of failing to provide your personal data are that we may not be able to perform to the level you expect under our contract with you. An example of this would be where we are unable to provide you with certain services as we do not have your full details, or where we cannot perform our contract with you at all because we rely on the personal data you provide in order to do so.

13. Your Rights In Relation to Your Personal Data

Subject to applicable law including relevant data protection laws, in addition to your ability to withdraw any consent you have given to our processing your personal data (see paragraph 7), you may have a number of rights in connection with the processing of your personal data, including:

• the right to request access to your personal data that we process or control;

• the right to request rectification of any inaccuracies in your personal data or, taking into account the purposes of our processing, to request that incomplete data is completed;

• the right to request, on legitimate grounds as specified in law:

           (a) erasure of your personal data that we process or control; or

           (b) restriction of processing of your personal data that we process or control;

• the right to object, on legitimate grounds as specified in law, to the processing of your personal data;

• the right to receive your personal data in a structured, commonly used and machine-readable format and to have your personal data transferred to another controller, to the extent applicable in law; and

• the right to lodge complaints regarding the processing of your personal data with the Information Commissioner’s Office. Please see https://ico.org.uk/concerns/ for how to do this.

If you would like to exercise any of the rights set out above, please contact us using the contact details set out in paragraph on How To Contact Us.

14. How We Protect Your Personal Data

Leonis maintains administrative, technical and physical safeguards designed to protect personal data and information against accidental, unlawful or unauthorised destruction, loss, alteration, access, disclosure or use. We implement appropriate technical and organisational measures to ensure a level of security appropriate to the risk, taking into account technological reality, cost, the scope, context and purposes of processing weighted against the severity and likelihood that the processing could threaten individual rights and freedoms.  For example, we use commercially reasonable security measures such as encryption, firewalls, and transport layer security (TLS) or hypertext transfer protocol secure (HTTPS) to protect personal data.

15. Links to Other Websites

This notice only applies to us. If you link to another website from our website, you should remember to read and understand that website’s privacy notice as well. We do not control unconnected third-party websites and are not responsible for any use of your personal data that is made by unconnected third-party websites. Our inclusion of links to such websites does not imply any endorsement of the material on such websites or any association with their operators. Further, it is up to you to take precautions to ensure that whatever links you select or software you download (whether from this site or other websites) is free of such items as viruses, worms, trojan horses, defects and other items of a destructive nature. These websites and services may have their own privacy notices, which you will be subject to upon linking to the third party's website. Leonis strongly recommends that you review the third party's terms and policies.

Leonis Partners Website Terms and Conditions

Leonis Partners (“Leonis”, “we”, or “us”) welcomes you to our website (the “Site”) and appreciates your interest in us.

“Leonis Partners” refers to Leonis Principal LLC and Leonis Principal Ltd. Leonis Partners LLC owns and operates this Site on behalf of itself and the Leonis.

Leonis Principal Ltd is registered in England and Wales under company number 13917788 and have our registered office at Wey House, Farnham Road, Guildford, Surrey, United Kingdom, GU1 4YD. Our VAT number is 419036995.

You should read these Terms and Conditions (“Terms”) carefully before accessing this website. These Terms govern your visit to and use of the Leonis Partners Site and by using our site, you confirm that you accept these terms of use and that you agree to comply with them. Leonis Partners is the operator and host of this Site and the services accessible through the Site.

The Site is aimed at business users. These Terms may apply to you individually, the business or other legal entity you represent, or both. If you are using the Site on behalf of a company or other legal entity, you hereby represent and warrant that you have the authority to enter into these Terms on behalf of such entity.

We may amend these terms from time to time. Every time you wish to use our Site, please check these terms to ensure you understand the terms that apply at that time.

The information presented on or through the Site is made available solely for informational purposes in relation to Leonis Partners services. The Site is not an offer of securities or any form of solicitation.

If you have any questions about our Terms, feel free to contact us at legal@leonispartners.com.

Leonis Partners, LLC (“Leonis Partners”, “we”, or “us”) welcomes you to our website (the “Site”) and appreciates your interest in us. You should read these Terms and Conditions (“Terms”) carefully before accessing this website. These Terms govern your visit to and use of the Leonis Partners Site. Leonis Partners is the operator and host of this Site and the services accessible through the Site. These Terms may apply to you individually, the business or other legal entity you represent, or both. If you are using the Site on behalf of a company or other legal entity, you hereby represent and warrant that you have the authority to enter into these Terms on behalf of such entity.

The information presented on or through the Site is made available solely for informational purposes in relation to Leonis Partners services. The Site is not an offer of securities or any form of solicitation.

If you have any questions about our Terms, feel free to contact us at legal@leonispartners.com.

1. Privacy.

For information on how Leonis Partners collects, uses, and discloses information from its users of the Site, please review our Privacy Policy.

2. Intellectual Property Rights and Ownership.

All the material displayed on and/or accessible through the Site, including without limitation, software, text, graphics, charts, information, images, articles, reports, presentations and other material (the “Content”), is the property of Leonis Partners or others and is protected by United States and international copyright and other laws. All names, logos, trademarks and service marks displayed on the Site (the “Trademarks”) are the property of Leonis Partners or their respective owners, who may or may not be affiliated with Leonis Partners. Nothing contained on the Site should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Content or Trademark without the written permission of Leonis Partners or such other party that may own the applicable Content or Trademark. Nothing in this Agreement shall constitute a waiver of any trademark, copyright or other intellectual property rights. Leonis Partners reserves the right to enforce its intellectual property rights to the full extent of the law.

3. Notification to Leonis Partners.

The Leonis Partners agent for notice of claims of intellectual property right infringement on the Site can be reached by e‐mail at legal@leonispartners.com.

4. Restrictions on Use.

By accepting the terms of this Agreement through your use of the Site, you certify that you are 18 years of age or older. If you are under the age of 18, you may not use or access the Site. The Site does not knowingly collect personal information about children under the age of 13.

The information, materials and other Content of the Site may not be copied, displayed, distributed, licensed, modified, published, reposted, reproduced, reused, sold, transmitted, used to create a derivative work or otherwise used for public or commercial purposes without the express written consent of Leonis Partners in each instance. Our prior express written consent is required for (i) any resale or commercial use of the Site and/or any Content obtained from the Site; (ii) making more than minimal copies of the Site materials; (iii) any derivative use of the Site or any portion thereof; (iv) any use of automated programs, data mining, robots or other data gathering and extraction tools in connection with your use of the Site; or (v) including any portion of the Site on any other website, on a server computer or in documents, including but not limited to “mirroring” the information and/or displaying the information by means of HTML frames or similar means. If you seek permission for such use of our Site, please contact us at legal@leonispartners.com. Any unauthorized use of the Site, Content or Trademarks may violate copyright laws, trademark laws, the laws of privacy and publicity and communications regulations and statutes.

You warrant that when using the Site you shall not violate or facilitate any violation of any applicable local, state, federal or international law, statute, regulation, code or ordinance, including, without limitation, regulations promulgated by or the rules of any national or other securities exchange.

Leonis Partners reserves the right to change, suspend, or discontinue all or any part of the Site or the Content at any time without prior notice or liability.

5. Performance Information.

5.1 Past Performance. The information contained on, or comments expressed on, the Site may include certain prior indications of past investment performance. In considering such prior performance information, you should bear in mind that past performance is not necessarily indicative of future results and there can be no assurance that an investment will, or is likely to, achieve comparable results to those achieved in the past, or that significant losses will be avoided.

5.2 Forward-Looking Statements. Certain information in the Site may contain certain “forward-looking statements” about Leonis Partners, the funds or accounts it advises and their underlying investments which can be identified by the use of words such as “may”, “will”, should”, “expect”, “anticipate”, “project”, “estimate”, “intend”, “continue”, or “believe” or similar expressions. Leonis Partners undertakes no obligation to update publicly or revise any forward-looking statements. Due to various risks and uncertainties, actual events, results or performance may differ materially from those reflected or contemplated in such forward-looking statements. No representation or warranty is made as to future performance or such forward-looking statement.

6. Third-Party Links.

Leonis Partners may provide links from the Site to websites operated by third parties who may or may not be affiliated with Leonis Partners. We do not endorse, have any responsibility for or make any representations about, any other sites, including their products and services, content, communications and website use policies. We make no express or implied warranty about the accuracy, copyright compliance, legality, merchantability or any other aspect of the content of such links. The use of third party websites is entirely at your own risk. By accessing these links, you acknowledge that such other sites or locations are not under the control of Leonis Partners and you agree that Leonis Partners shall not be responsible for any information or additional links found at such site or location, or for your use of such information.

7. Acceptable Use and Security.

You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, (i) accessing data not intended for you or logging onto a server or an account which you are not authorized to access; (ii) disabling, removing, defeating, or avoiding any security device or system, including, without limitation, the password and log-in functionality used to authenticate users; (iii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (iv) attempting to interfere with services to any user, host or network, including, without limitation, via means of submitting a virus to the Site, overloading, “flooding,” “spamming,” “mailbombing” or “crashing;” (v) sending unsolicited email, including promotions and/or advertising of products or services; (vi) forging any TCP/IP packet header or any part of the header information in any email or posting; (vii) using or attempting to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Site other than the search engine and search agents available on the Site and other than generally available third party web browsers; (viii) reverse engineering, decompiling or disassembling the underlying software, copying the Site or any part, feature, function, or user interface thereof, or framing or mirroring any part of the Site; (ix) removing any notices, warnings, labels, annotations or instructions from any portion of the Site or any related material, including, without limitation, any patent, trademark, copyright , or other proprietary notices or license provisions; (x) storing or transmitting material or data on or through the Site in violation of law or third-party rights, including without limitation privacy rights or any contract to which you are a party; (xi) otherwise invading the privacy of, obtaining the identity of, or obtaining any personal information about any user of the Site or (xii) framing, embedding, harvesting, scraping data from or linking to this website or its content or using the material on this website, or any part of it, on any other website or social media platform.

Any violations of system or network security including attempts to intentionally access a computer without authorization or exceed your authorized access level may result in civil and criminal charges, including but not limited to charges under the Computer Fraud and Abuse Act (18 U.S.C. §1030). We may investigate occurrences that might involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. We may, without prior notice or warning of any kind, restrict or terminate the access of any and all users of the Site if we reasonably conclude that such restriction or termination is necessary to prevent, or prevent the further spread of a virus, security breach or system malfunction. If we so restrict or terminate access we will use commercially reasonable efforts to restore access and use to users for proper purposes promptly.

8. Disclaimers.

THE SITE, INCLUDING ALL CONTENT, IS PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS WITH NO WARRANTIES OF ANY KIND. BY USING THE SITE, YOU EXPRESSLY AGREE THAT SUCH USE IS AT YOUR SOLE RISK. NEITHER LEONIS PARTNERS, NOR ANY OF ITS RESPECTIVE OFFICERS, DIRECTORS, PARTNERS, MEMBERS, EMPLOYEES, AGENTS, THIRD-PARTY CONTENT PROVIDERS, DESIGNERS, CONTRACTORS, DISTRIBUTORS, MERCHANTS, SPONSORS, LICENSORS OR THE LIKE (COLLECTIVELY “REPRESENTATIVES”) WARRANT THAT THE USE OF THE SITE WILL BE UNINTERUPPTED OR ERROR-FREE. NEITHER LEONIS PARTNERS NOR ITS REPRESENTATIVES MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, AND LEONIS PARTNERS AND ITS REPRESENTATIVES HEREBY DISCLAIM ANY AND ALL SUCH WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, LEONIS PARTNERS ALSO DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THIS SITE.

9. Indemnification.

As a condition to your use of the Site, you agree to indemnify, defend and hold harmless Leonis Partners and its Representatives against any and all claims, liabilities, damages, costs or other expenses (including, without limitation, attorneys’ fees) that may arise directly or indirectly out of or from your breach of this Agreement and/or your use of the Site or resulting from any action (or inaction) you take or decision you make in reliance on the information contained on the Site.

10. Limitations of Liability.

BY USING THE SITE, YOU ACKNOWLEDGE: (i) THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK; (ii) THAT YOU ASSUME FULL RESPONSIBILITY FOR ALL COSTS ASSOCIATED WITH YOUR USE OF THE SITE; AND (iii) THAT IN NO EVENT SHALL LEONIS PARTNERS OR ANY PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SITE BE LIABLE FOR ANY DAMAGES, LOSSES OR LIABILITIES OF ANY KIND RELATED TO (a) YOUR RELIANCE ON OR USE OR INABILITY TO USE THE INFORMATION, MATERIALS, PRODUCTS OR SERVICES ON THE SITE, (b) ANY ERRORS OR OMISSIONS IN THE CONENT OF THE SITE, (c) YOUR ACCESS TO, USE OF OR INABILITY TO USE THE SITE OR (d) ANY FAILURE OF PERFORMANCE, ERROR, OMMISSION, INTERRUPTION, DEFECT OR DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, LINE OR SYSTEM FAILURE OR OTHER COMPUTER MALFUNCION, IN EACH CASE ((a) THROUGH (d)) INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, COMPENSATORY OR CONSEQUENTIAL DAMAGES, LOST PROFITS AND/OR LOSS OF OR DAMAGE TO PROPERTY (WHETHER DIRECT OR INDIRECT) WHETHER THE LIABILITY OR ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTORY DUTY, AND TO THE EXTEND PERMISSIBLE MISREPRESENTATION, OR ANY OTHER BASIS, EVEN IF LEONIS PARTNERS OR SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES OR LIABILITIES. LEONIS PARTNERS’ LIABILITY SHALL NOT BE LIMITED OR EXCLUDED TO THE EXTENT PROHIBITED OR LIMITED BY LAW. LEONIS PARTNERS RESERVES THE RIGHT TO ALTER OR REMOVE THE CONTENT OF THIS SITE OR SUSPEND OR TERMINATE YOUR USE IN ANY WAY, AT ANY TIME, FOR ANY REASON, WITHOUT PRIOR NOTIFICATION, AND WILL NOT BE LIABLE IN ANY WAY FOR POSSIBLE CONSEQUENCES OF SUCH CHANGES.

11. Severability and Waiver.

If any provision of this Agreement is found to be invalid, void, or for any reason unenforceable, it will be construed in such a manner that would make the provision valid or enforceable. If it is not possible to construe the provision in such a manner that would make it valid or enforceable, then only the term or portion of the provision that renders it unenforceable will be stricken without affecting the enforceability of the remaining provisions. Any failure of Leonis Partners to act on or enforce any provision of this Agreement shall not be construed as a waiver of that provision or any other provision of this Agreement.

12. Complete Agreement.

This Agreement and our Privacy Policy constitute the entire agreement between you and Leonis Partners relating to the public facing elements of the Site and your use of these portions of the Site, and supersede any prior agreements or understandings not incorporated herein with regards to these portions. Certain restricted areas of the Site may require you to agree to supplemental terms and conditions. This Agreement is not intended to modify or amend Other Agreements you may have with Leonis Partners regarding other matters.

Each party acknowledges and agrees that in entering into this Agreement it does not rely on and shall have no remedy in respect of, any statement, representation, warranty (in each case whether negligently or innocently made) or understanding of any person (whether party to this Agreement or not) which is not expressly set out in this Agreement; and no party shall have any claim for innocent or negligent misrepresentation or negligent misstatement based on any statement, representation, warranty or other term which is expressly set out in this Agreement.

Nothing in this clause shall, however, operate to limit or exclude any liability for fraud or fraudulent misrepresentation.

13. Termination of the Agreement.

Leonis Partners reserves the right, in its sole discretion, to restrict, suspend, or terminate this Agreement (and/or your access to all or any part of this or any other Leonis Partners Site or the Content) at any time and for any reason without prior notice or liability. Upon any termination of this Agreement you must promptly destroy all materials downloaded or otherwise obtained from the Site, as well as all copies of such materials, whether made under the Agreement or otherwise. If this Agreement is terminated, the following provisions shall survive: Section 2 (Intellectual Property Rights and Ownership), Section 8 (Disclaimers), Section 9 (Indemnification), Section 10 (Limitations of Liability), Section 11 (Severability and Waiver), Section 12 (Complete Agreement), Section 13 (Termination of the Agreement), Section 14 (Governing Law and Venue) and Section 15 (Dispute Resolution and Injunctive Relief).

14. Governing Law and Venue.

The Site is made available to you from the state of New York in the United States. If you elect to access and/or use the Site from outside of the United States, we make no warranties that materials on this site are appropriate or available for use in such locations. You agree that you are solely responsible for compliance with any laws of your specific jurisdiction and further agree that you shall not use the Site if you are restricted by any local, state, national or international laws. The laws of the state of New York, without regard to its principles of conflict of laws, will govern this Agreement (including any disputes concerning or related to this Agreement). You hereby expressly agree to submit to the exclusive personal jurisdiction of the federal and state courts sitting in New York City, New York for the purpose of resolving any dispute relating to your access to or use of the Site. Notwithstanding the foregoing, you expressly acknowledge and agree that Leonis Partners may seek injunctive or other appropriate relief in any court of competent jurisdiction and you consent to exclusive jurisdiction and venue in such courts. You agree that this may require you to submit any disputes related to the use of the Site to final and binding arbitration in the state of New York.

15. Dispute Resolution and Injunctive Relief.

Dispute Resolution. You may contact us at legal@leonispartners.com to address any concerns you may have regarding the Site. Leonis Partners is able to resolve most concerns quickly to our users’ satisfaction. You and Leonis Partners agree to use best efforts through the Leonis Partners internal dispute resolution processes to settle any dispute, claim, question, or disagreement and engage in good faith negotiations, which shall be a condition to either party initiating a lawsuit or arbitration.

Injunctive Relief. Notwithstanding the above provisions, Leonis Partners may apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.

16. Limitation on Time to File Claims.

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, UNLESS OTHERWISE REQUIRED BY LAW.

17. Contact.

Thank you for visiting our Site. Please contact us at legal@leonispartners.com if you have any questions about our Site or this Agreement. Electronic mail or other communications through this Site to Leonis Partners (or any of its employees, agents or representatives) may not be secure and we do not guarantee the confidentiality of such communications.

Last Updated: 11/4/24

This Privacy Notice explains how Leonis Securities, LLC (“Leonis”, “we”, “us” or “our”) collects, uses, discloses, and otherwise processes personal information (as defined below) in connection with our website, leonispartners.com, and the related content, products, services, and other functionality offered on or through our online services (collectively, the “Services”). It does not address our privacy practices relating to employees and other personnel.