Effective September 25, 2018
These terms and conditions (“Terms”) are a legal contract between you (either you as an individual or the entity or organization on whose behalf you are entering into these terms and conditions) and CrownRock, L.P. (“CrownRock”) for the access to and use of this website, www.crownrocklp.com, which includes text, media, documentation, and other content (collectively, the “Website”).
In these Terms, reference is made to CrownRock’s “affiliates,” which shall include companies that are affiliated with CrownRock because these companies are in the same common ownership as CrownRock. Affiliates shall also include the parent company of the group of which CrownRock is a member.
BY ACCESSING OR USING THE WEBSITE, YOU AGREE TO BE BOUND BY THESE TERMS, INCLUDING THE WARRANTY DISCLAIMERS, INDEMNITY AND LIMITATION OF LIABILITY PROVISIONS BELOW. IF YOU DO NOT UNDERSTAND OR AGREE TO THESE TERMS, DO NOT ACCESS OR USE THE WEBSITE, AND PLEASE EXIT THE WEBSITE NOW.
1. Information You Provide
2. Accessing the Website
When retrieving information from the Website, you are prohibited from (a) using or attempting to use spiders, robots, avatars, intelligent agents, or any other extraction or navigation search except for a normal browser, (b) aggregating, copying or duplicating any of the materials or information available from the Website except for the small amount of materials and information temporarily required for an ordinary single use of the Website, (c) accessing data not intended for you, or (d) accessing the Website for the purpose of competing with CrownRock or its affiliates.
Certain pages of CrownRock’s Website require a user ID and password that you will create (your “ID”). You are responsible for maintaining the confidentiality of your ID, and you are fully and solely responsible for all activities that occur under your ID. It is up to you to take adequate precautions with your ID and to immediately notify CrownRock of any unauthorized use of your ID.
By accessing the Website or using an ID, you agree:
• You represent and warrant that you are legally entitled to enter into these Terms and to use the Website.
• You represent and warrant that you are at least 18 years old.
• You shall provide accurate, true and current information as prompted during the account
registration process and shall keep it current at all times.
• You shall not allow any other person or entity to access or use your account.
• You shall comply with all state and local laws of each location in which you access the Website.
• You shall be solely responsible for all activity associated with your account, including, without limitation any posted data, text, documents, links, or any other media or content (collectively, the “User Content”). Such User Content also includes any content you submit to CrownRock via CrownRock’s “Contact” page, or by emailing CrownRock.
• You represent and warrant that all User Content that you may post to the Website shall be your wholly original material (except for material that you are using with the permission of its owner), and does not infringe or violate any copyright, trademark or other rights of any third party including without limitation any rights of privacy or publicity.
• You represent and warrant that all User Content that you may post to the Website does not contain any defamatory statements or contravene any contract, agreement or other arrangement nor the laws of any applicable jurisdiction.
• You shall be solely responsible for keeping a duplicate copy of all User Content; CrownRock does not accept any responsibility or liability for the loss of your User Content.
• You represent and warrant that you comply with the terms set forth on the “Terms of Access” page, if you are using the Website for purposing of accessing (or registered to access) any of the Website’s investor pages or investor-related information.
• You shall not share your password or any other login credentials with any other person or publicly disclose it.
• You shall not use the Website for any illegal or unauthorized purpose.
• You shall not transmit worms, viruses or any code of a destructive nature to CrownRock, other users, or the Website.
• You shall not abuse, harass, threaten, harm or impersonate other CrownRock users or employees
of any CrownRock affiliates or any of its partners, at any time or for any reason.
• You shall not post User Content that is hateful, threatening, pornographic, obscene, abusive, unlawful, harassing, racially or ethnically offensive, libelous or defamatory, or any content that encourages unlawful conduct.
• You shall have no right to access data or content of other users of the Website, unless such access
is authorized by CrownRock.
• All content, information, and links presented on this Website are for informational purposes only.
All information on the Website is subject to change.
• Except as expressly provided in these Terms, any reproduction, display or other dissemination of
information or content contained in this Website is strictly prohibited and constitutes copyright infringement.
Any use of the Website in violation of the foregoing violates these Terms and may result in, among other things, termination or suspension of your rights to use your ID and/or the Website. Furthermore, CrownRock reserves the right to deactivate or suspend use of the Website for any reason. CrownRock also reserves the right to bring legal action against you for any loss or damage that it or its affiliates may suffer as a result of your violation of the Terms.
3. Intellectual Property Rights
The copyrights and other intellectual property in the Website are owned by CrownRock, its independent contractors, and its licensors. This includes the words “CrownRock” and the CrownRock logo which are trademarks of CrownRock. Subject to your compliance with these Terms, including Section 2 above, you are authorized to view, store, print, reproduce, copy, and distribute any pages within the Website for non- commercial use within your organization only. All other rights are reserved. You may print off pages of the Website strictly for purposes of your use of the Website or considering use of the Website; however if you do so, you agree that you do not acquire any ownership rights in any of that material. This right is non- transferable and non-sublicensable. You may not copy, distribute, transmit, publish, sell, transfer, create derivative works of, or otherwise exploit any such material that you print off. In consideration of this authorization, you agree that (a) any copy of these documents which you make shall retain all copyright and other proprietary notices contained in such documents and (b) these Terms are included with any distribution.
By submitting User Content to the Website or to CrownRock, you hereby grant CrownRock a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, and display the User Content when operating the Website and for CrownRock’s and its affiliates’ internal business purposes. You acknowledge that CrownRock is not responsible for any User Content you provide and that CrownRock may reject or delete such User Content in CrownRock’s sole discretion. CrownRock and its affiliates also assume no responsibility for loss of information, however such information is lost, including information which is permanently deleted either through the action of an employee or consultant or other who has access to the information, through failure of a computer network, or through any policy or directive of CrownRock or any of its affiliates for destruction of data.
4. Forms, Agreements, and Documents
We may make available through the Website or through other websites business documents, legal documents and other forms, agreements, or documents (collectively, “Documents”). All Documents are provided on a non-exclusive license basis only for your personal one-time use for non-commercial purposes, without any right to re-license, sublicense, distribute, assign, or transfer such license. Documents are provided without any representations or warranties, express or implied, as to their suitability, legal effect, completeness, currentness, accuracy, and/or appropriateness. THE DOCUMENTS ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITH “ALL FAULTS,” AND WE AND ANY PROVIDER OF THE DOCUMENTS DISCLAIM ANY WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. The Documents may be inappropriate for your particular circumstances. Furthermore, state laws may require different or additional provisions to ensure the desired result. You should consult with legal counsel to determine the appropriate legal or business documents necessary for your particular transactions.
5. Third Party Websites
You shall indemnify, defend and hold harmless CrownRock and its affiliates, related companies, officers, directors, members, employees, agents, representatives, partners, and licensors (collectively, the “CrownRock Entities”) from any and all third party claims, liability, damages and/or costs (including attorneys’ fees) arising from or related to (i) your use of the Website, (ii) your violation of these Terms, or (iii) any infringement or misappropriation of any intellectual property right or other right of any person or entity by you or any other user of your user account. You agree to immediately notify CrownRock of any unauthorized use of your user account or any other breach of security known to you that may affect the security of the Website.
7. Disclaimers; Limitation of Liability
CrownRock provides information through this Website. While CrownRock has undertaken efforts to provide accurate information, it is not comprehensive and CrownRock makes no commitment to update the information at any particular time, and the information on the Website may be out of date. Information on the Website may also be changed at any time without notice. As a result, the information may not be accurate, up to date or applicable to the circumstances of any particular case.
ANY ACTION TAKEN OR EXPENDITURES MADE BY YOU BASED ON YOUR EXAMINATION, EVALUATION, INTERPRETATION OR USE OF ANY INFORMATION CONTAINED ON THE WEBSITE, INCLUDING INVESTOR DATA, OR BY OTHERS RELYING ON YOUR ADVICE, SHALL BE AT YOUR SOLE RISK AND RESPONSIBILITY, AND YOU SHALL HAVE NO CLAIM AGAINST CROWNROCK FOR—AND YOU HEREBY RELEASE CROWNROCK AND THE CROWNROCK ENTITIES FROM—ANY LIABILITY AS A CONSEQUENCE THEREOF.
THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITH NO COMMITMENT TO ANY FUTURE FUNCTIONALITY OR FEATURES. YOU ACKNOWLEDGE THAT YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, CROWNROCK AND THE CROWNROCK ENTITIES DO NOT WARRANT THAT THE CONTENT OF THE WEBSITE IS ACCURATE, RELIABLE OR CORRECT; THAT THE WEBSITE WILL MEET YOUR REQUIREMENTS; THAT THE WEBSITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR SOLE REMEDY IN THE EVENT OF ANY DEFICIENCY, ERROR, OR INACCURACY IN THE WEBSITE SHALL BE TO REQUEST THAT CROWNROCK CORRECT THE MATTER OR, IF CROWNROCK FAILS TO DO SO, TO DISCONTINUE YOUR USE OF THE WEBSITE. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR DEVICE, OR FOR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD. CROWNROCK DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE, IF ANY, ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE WEBSITE, OR ANY HYPERLINKED WEBSITE OR SERVICE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE CROWNROCK ENTITIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE WEBSITE; OR (B) ANY CONTENT OBTAINED FROM THE WEBSITE.
8. Controlling Law; Venue
These Terms and any action related to the access or use of the Website will be governed by the laws of the State of Texas without regard to or application of its conflict of law provisions or your state or country of residence. All claims, legal proceedings or litigation arising in connection with the Website will be brought solely in Midland County, Texas, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.
9. Entire Agreement; No Third Party Beneficiaries
If for any reason a court of competent jurisdiction finds any provision of these Terms or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of these Terms, and the remainder of these Terms shall continue in full force and effect. No waiver by CrownRock of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. CrownRock may revise these Terms from time to time; the most current version will always be at www.crownrocklp.com. By continuing to access or use the Website after those revisions become effective, you agree to be bound by the revised terms.
The headings used in these Terms are for convenience only and have no legal meaning or effect. Terms defined in the singular have the corresponding meanings in the plural, and vice versa. Unless the context of these Terms clearly requires otherwise, words importing the masculine gender include the feminine and neutral genders and vice versa. The terms “include,” “includes” or “including” mean “including without limitation.” The words “hereof,” “hereto,” “hereby,” “herein,” “hereunder” and words of similar import, when used in these Terms, refer to these Terms as a whole and not to any particular section or article in which such words appear. The word “or” will not be construed as exclusive.
Other than the CrownRock Entities, no other person or company will be third party beneficiaries to the Terms.