Terms of Use

Welcome to the website for NGP Energy Capital Management, LLC, and its affiliates (“NGP ECM”). If you continue to browse and use this website (the “Site”), you are agreeing to comply with and be bound by the following terms and conditions of use, which together with our privacy policy govern NGP ECM's relationship with you in relation to this Site. If you disagree with any part of these terms and conditions, please do not access our site. NGP ECM reserves the right to modify these Terms of Use without notice, and each use of this Site constitutes your acceptance to be bound by the terms set forth in the Terms of Use as modified at the time of such use.

Permitted Uses of Our Site and Content

Subject to the terms of this agreement, all content and information, and all trademarks, service marks, trade names, logos, copyrights and other intellectual property displayed on this Site (“Content”) are owned by, controlled by or licensed to NGP ECM or their respective owners. We have listed below the permitted uses of our Content. We reserve the right to change our permitted uses at any time.

NGP ECM grants you a limited, revocable, nonexclusive and nontransferable right to view, store, bookmark, download, copy and print pages from this Site for your personal and noncommercial use only. Unless you receive our permission in advance, you may not exploit any of the Content commercially, forward it as a mass distribution, or post it on another site.

Prohibited Uses of Our Site and Content

NGP ECM does not grant, by implication or otherwise, any license or right to use Content on this Site other than those set forth above, and you shall not make any other use of such Content without NGP ECM’s written permission. Without limiting the generality of the foregoing:

You agree not to copy large portions of this Site (such as by bots, robots or spiders that “harvest” this Site), interfere with the functioning of this Site or restrict or inhibit any others from using this Site.
If you download any pages from this Site, you agree that you will not remove or obscure any copyright or other notices or legends contained in any such Content. You may not alter or modify the Content in your copies.
You may not link other websites to this Site or display this Site as “framed” within another website without NGP ECM’s written consent. NGP ECM is not responsible for the content of any website linked or linking to this Site or displaying this Site as framed. You may not imply or suggest that NGP ECM has endorsed or is affiliated with such websites.
You may not (and may not encourage or assist others to) violate any law, regulation, rule or the intellectual property or contractual rights of others, or attempt to violate the security of this Site or use or gain access to the identities, information or computers of others through this Site.
You may not transmit any virus, worm, time bomb or similar system interference or corruptant through this Site.

NGP ECM has the right (but not the obligation) to monitor this Site for any unauthorized or objectionable conduct and to take all appropriate actions in response, without notice to you. We reserve the right to change or supplement our website policies at any time to the fullest extent permitted by applicable law.

No Offers or Advice

This Site is for general, informational purposes only. Under no circumstances should any of the content presented on this Site be used or construed as an offer to sell, a solicitation of an offer to buy any securities, or a promise to undertake or solicit business. An offer or solicitation will be made only through a final private placement memorandum, subscription agreement and other related documents with respect to a particular investment opportunity and will be subject to the terms and conditions contained in such documents, including the qualifications necessary to become an investor.
The information contained on this Site should be construed or relied upon as investment, legal, accounting, tax or other professional. You should consult your own advisors with respect to your individual circumstances and needs. NGP ECM will not treat users of this Site as its partners, or investors by virtue of their accessing this Site.

Investment Performance

Any performance data or comments expressed on this Site are indicative of past performance. Past performance is not indicative of future results. No representation is being made that any investment will or is likely to achieve profits or losses similar to those achieved in the past or that significant losses will be avoided.
Any transactions described on this Site as having been engaged in by NGP ECM are included as representative transactions for illustrative purposes only.

International Use

This site is operated and controlled by NGP ECM in the United States. Due to the global nature of the Internet, this Site may be accessed by users in countries other than the United States. NGP ECM make no warranties that the Content on this Site are appropriate or available for use in such locations. If it is illegal or prohibited in your country of origin to access or use this Site, then you should not do so. Those who choose to access this Site outside the Unites States do so on their own initiative and are responsible for compliance with all local laws and regulations.

Linked Sites

This Site may contain links to, or may be linked from other websites that are not maintained by NGP ECM and to which we have not provided permission. Accordingly, NGP ECM cannot be held responsible for the information, materials, products or services obtained on or from such other websites, nor will we be liable in any respect whatsoever for any damages arising from your access to such websites. NGP ECM DISCLAIMS RESPONSIBILITY FOR THE PRIVACY POLICIES AND CUSTOMER INFORMATION PRACTICES OF THIRD-PARTY INTERNET WEBSITES HYPERLINKED FROM THIS SITE.

Transmission to and from this Site

Unless you are an investor using the “Partner Login” section of this Site, and subject to any applicable terms and conditions set forth in our Privacy Policy, any communication or other material that you send to us through the Internet or by electronic mail or otherwise, is and will be deemed to be non-confidential as between you and us and NGP ECM shall have no obligation of any kind with respect to such information. NGP ECM will be free to use, for any purpose, and without compensation due or payable to you, any ideas, concepts, know-how or techniques provided by you to NGP ECM through this Site.
All information available through the privileged area of this site is confidential and proprietary to NGP ECM. This includes all investment information and results, offering materials, financial statements and other information provided through the “Partner Login” section of this Site. You will use your best efforts to keep all this information strictly confidential. You will not disclose any of this information to any person or use it for any purpose other than those strictly permitted by NGP ECM, in writing.

Password and Security Notification

Certain areas of this Site are password protected and are only accessible to those who have a valid NGP ECM-issued password. You may not attempt to access any password protected areas of this Site without authorization. In the event that you have been issued such a password, you acknowledge and agree that NGP ECM has granted you limited access to specific files pertaining to investments relevant to you, and you agree not to attempt to access other computer files. The contents of the password protected area of the website are subject to the confidentiality provisions of the fund documents. Persons who have access to the password protected area are responsible for maintaining the confidentiality of any account information, user names, and/or security questions and answers that they may use to access any page or feature on the password protected area, and for logging off any protected areas of this Site. Accordingly, you should take steps to protect the confidentiality of your password. You should notify NGP ECM immediately if you become aware of any disclosure, loss, theft or unauthorized use of your password.
Persons with access to the password protected area are solely responsible for maintaining the confidentiality and security of their unique passwords. They may not disclose their passwords to any third party. If password information is shared with a third party in violation of this Agreement, such as an information aggregator, we may not be able to verify the user of the password information. If password information is shared with a third party in violation of this agreement, including an information aggregator, NGP ECM assumes no liability or responsibility whatsoever for the integrity and security of that third party’s information systems or the dissemination, through a third party, of any confidential information. NGP ECM will not be responsible for any loss that arises from such use or action or from the failure to comply with these provisions.

Limitation of Liability

IN NO EVENT SHALL NGP ECM OR ITS RELATED PERSONS BE LIABLE TO ANY PARTY FOR ANY CLAIMS, LIABILITIES, LOSSES, COSTS OR DAMAGES, INCLUDING BUT NOT LIMITED TO ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH ANY ACCESS, USE (OR INABILITY TO USE) OR DISTRIBUTION OF THIS SITE OR ANY INFORMATION OR MATERIALS OBTAINED THROUGH USE OF THIS SITE. THIS IS TRUE EVEN IF NGP ECM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.

Disclaimer and Indemnity

NGP ECM and its managing partners, managing directors, officers, members, shareholders, employees and affiliates (collectively “Related Persons”) make no representations or warranties of any kind, express or implied, as to the accuracy, reliability, completeness, availability or other characteristics of the information or materials presented on this Site. Such information or materials are provided “as is” and “as available”.
NGP ECM has compiled this Site in good faith but does not warrant that the information in this Site is accurate, reliable or correct, that this Site will be available at any particular time or location, or that this Site is free of viruses or other harmful components. Electronic communications can be intercepted by third parties and, accordingly, electronic mail and other transmissions to and from this Site or made via this Site may not be secure.
As consideration for access to this Site, you agree to indemnify and hold harmless NGP ECM and its Related Persons from and against any claims whatsoever and of any nature for damages, losses and causes of action, including but not limited to actions by third parties against you, NGP ECM or any of its Related Person, arising out of or in connection with any decisions that you make based on such Content, your use of this Site, or your violation of our website policies. You agree to make NGP ECM its subsidiaries and affiliates whole for any and all claims, losses, liabilities, and expenses (including attorneys’ fees) arising from your use of this Site or any violation of this Agreement unless prohibited by law.

Copyright Statement

All Content on the website is subject to copyright, trademark, and other proprietary rights and laws. NGP ECM reserves the right to change Content without notice. No part of this Site may be reproduced or transmitted in any form or by any means, electronic or mechanical, including photocopying or recording, or by any information storage or retrieval system, without the express written permission of NGP ECM.

Governing Law and Forum

The laws of the State of Texas govern these Terms of Use. You agree that any legal action relating to these Terms of Use may take place only in the State or Federal Courts located in Dallas County, Texas, and you consent and submit to the personal jurisdiction of those courts for the purpose of litigating any action with NGP ECM and waive trial by jury in any such action.
You agree that any cause of action you may have with respect to your use of this Site must be commenced within one year after the claim or cause of action arises or will be deemed to have been waived.

Integration and Severability; Waiver

This Agreement represents the entire agreement between NGP ECM and the user relating to the subject matter herein. If, for any reason, a court of competent jurisdiction finds any provision in this Agreement to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of this Agreement, and the remainder shall continue in full force and effect.
No waiver by NGP ECM of any breach of this Agreement will be deemed a waiver of any subsequent or different breach.

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