TERMS AND CONDITIONS OF USE

Welcome to Alternative Capital Solutions (“ACS”). ACS is in the business of sourcing business finance opportunities (including opportunities such as factoring, supply chain financing and asset based loans) for certain affiliated entities (including special purpose entities) (“Affiliates”), as well as non-affiliated entities (collectively, with such Affiliates, “Funding Entities”). ACS does not provide any funding. Rather, ACS operates this website (the “Site”) to find businesses which may be in need of financing and gather information to assist Funding Entities in their respective finance businesses. (See “Your Privacy” section below for information regarding ACS’ privacy practices.) Your access to this Site is provided subject to these Terms and Conditions of Use (the “Terms”).  

IF YOU VISIT THIS SITE YOU AGREE TO BE BOUND BY THESE TERMS.  IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT USE THIS SITE, APPLY FOR ANY FINANCING, FUNDING OR SIMILAR TRANSACTION THROUGH THIS SITE AND EXIT IMMEDIATELY, AS YOU ARE NOT GRANTED PERMISSION BY ACS OR OTHERWISE TO USE THIS SITE.

ACS reserves the right to make changes at any time to the Site or these Terms.  Any modifications to the Terms will be effective upon posting.  Your continued use of the Site following posting of any revised Terms will constitute acceptance of the modified Terms.

The Site is controlled or operated (or both) by ACS from the United States and is not intended to subject ACS to any non-U.S. jurisdiction or law.  The Site may not be appropriate or available for use in some U.S. or foreign jurisdictions and ACS makes no representation that the Site or the Content (defined below) provided through the Site are applicable or appropriate for use in all locations.  Any use of the Site is at your own risk, and you must comply with all applicable laws, rules and regulations in doing so.  We may limit the Site’s availability at any time, in whole or in part, to any person, geographic area or jurisdiction that we choose.  As a result, this Site and the Content are directed solely at persons who are eligible to access such Content under applicable law and regulation.  It is your responsibility to ensure that you satisfy the relevant criteria under applicable law and regulation in order to access the Site and the Content.

Depending on the types of financing opportunities ACS will be attempting to source for Funding Entities, ACS may, from time to time, provide you with additional disclosures and/or disclaimers, whether through posting on the Site, updates to these Terms or other means. In addition, as part of its role in finding and providing leads and related information to the Funding Entities, ACS may require your consent to obtain commercial and/or applicable consumer credit reports regardless of whether you are a party, a borrower or a guarantor for the potential transaction.  Both consumer and commercial credit reports may be obtained at any time and from time to time for purposes of assisting Funding Entities in their evaluation of potential financing transactions. Please note that ACS may not source finance opportunities in all U.S. jurisdictions.

ACS is an affiliate of Crescendo Asset Management, LLC, an investment advisory firm. However, ACS does not provide any investment advice or provide any advisor recommendations, and nothing on this Site or any links from this Site should be construed as ACS providing any such investment advice or advisor recommendations. ACS is not and does not purport to be an advisor as to investment, legal, taxation, accounting, financial or regulatory matters in any jurisdiction, and nothing on this Site should be construed to constitute any advice or recommendations as to such matters.

Permitted Use of the Site

This Site is intended solely for the use of prospective clients of ACS to pursue a possible financing transaction with Funding Entities, and to begin the application process. The Site provides information regarding ACS and financing solutions being offered by the Funding Entities, and may include other materials proprietary to ACS. You are hereby granted a personal, non-exclusive, revocable, non-transferrable license to use the Site and download, view, copy and print the information and materials on the Site and any other aspect of the Site (herein “Content”) (i) solely for your personal, informational purposes; (ii) provided that neither the Content, nor any proprietary notices or disclaimers therein, are modified, obscured or altered and (iii) so long as you do not store any significant portion of, or distribute copies of, Content in any form (including electronic means).  You may not modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works of, or otherwise attempt to derive any source code of or relating to, the Site or any portion thereof or any Content.

Disclaimers Relating to Content

The Content is intended for informational purposes only.  Such Content is not intended to be, nor should it be construed, or used, as an opinion or recommendation by ACS regarding the appropriateness of any financing solution described in the Site.  The Content is impersonal and not tailored to the financing needs of any specific business. NOTHING ON THIS SITE IS INTENDED TO, OR WILL, CONSTITUTE INVESTMENT ADVICE, ADVISOR RECOMMENDATIONS OR AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITY OR INVESTMENT PRODUCT OR SERVICE IN ANY RESPECT.  

This Site does not purport to contain all of the information that may be required to evaluate a financing transaction with a Funding Entity. While the information provided herein is believed to be accurate and reliable, ACS does not make any representation or warranty, expressed or implied, as to the accuracy or completeness of the information contained in this Site, or as to any information made available, orally or in writing, in connection with any further investigation of ACS or of a possible financing transaction. You should rely solely on the information, covenants and representations made by the applicable Funding Entity in any definitive written agreement mutually executed by you and such Funding Entity. You should conduct your own independent analysis of the applicable Funding Entity and the terms and conditions of any transaction, and you are encouraged to seek out independent professional financial and legal advice.

Disclaimers Relating to the Application Process

THIS SITE, AND YOUR APPLICATION THROUGH THIS SITE FOR A FINANCING TRANSACTION WITH A FUNDING ENTITY, DOES NOT CONSTITUTE A COMMITMENT BY ACS OR ANY FUNDING ENTITY TO ENGAGE IN OR CONSUMMATE ANY FINANCING TRANSACTION WITH YOU. ALL CREDIT DECISIONS ARE MADE BY THE APPLICABLE FUNDING ENTITY. ACS reserves the right to terminate at any time further processing or consideration of your application or assistance to the Funding Entity in a proposed transaction in its sole discretion. Your application for financing, and ACS’ determination to process and review, as well as any request for additional information, shall not constitute any legal commitment or obligation on the part of you , ACS or any Funding Entity. Neither you, ACS nor any Funding Entity shall be obligated to continue discussions or negotiations or to enter into any definitive agreement. No legal commitment is made until definitive written agreements are executed by you and the applicable Funding Entity.  ACS SHALL NOT BE LIABLE TO YOU OR ANY THIRD-PARTY FOR DIRECT OR INDIRECT DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST OPPORTUNITIES OR REVENUE) ARISING OUT OF ANY DETERMINATION TO REJECT, OR OTHERWISE NOT PRESENT TO ANY FUNDING ENTITY, ANY APPLICATION FOR FINANCING AT ANY TIME.

Restrictions

You agree you will not interfere with, disrupt, interrupt, restrict, prevent or disable, in any way, others’ use of or access to the Site or any portion thereof or resources utilized thereby and will not attempt to gain unauthorized access to the computer system of any other Site user.  You further agree not to take any other action in connection with your use of the Site (including any Content) which violates any local, state, national or international law, rule, regulation or order of any court in conjunction with your use of the Site.

You agree to access the Site only through a web browser and specifically agree not to use any third-party applications to access the Site or any other page of the Site.  You further agree that you will not use any robot, spider or other automatic device, manual process or application, or data mining or extraction tool to access, monitor, copy or use the Site.  You also agree not to take any other action that imposes an unreasonable or disproportionately large load on the Site.

Except to the extent expressly agreed in writing by ACS, you may not use, download, upload, reproduce, copy, duplicate, print, display, alter, perform, republish, sell, lease, license, sublicense, assign or otherwise encumber, post, transmit, disseminate, republish, transfer, disclose, redeliver using “framing technology,” otherwise distribute, or commercially exploit in any way, the Site or any portion thereof or any Content.  IN ADDITION, YOU AGREE NOT TO LINK TO ANY PAGE OF THE SITE.

This Site is intended only for individuals 18 years of age or older acting on behalf of a business with which they are engaged, and individuals under the age of 18 are not permitted to access this Site or apply for any financing transaction through this Site. By accessing and using this Site, you certify that you are 18 years old or older.

Unauthorized Use of the Site

ACS reserves the right to investigate and take legal action against any illegal and/or unauthorized use of the Site.  ACS’s decision not to pursue legal action for any violation of these Terms shall not be construed as a waiver of any provision of the Terms or any legal rights of ACS.

Trademarks and Copyrights

ACS’ logo and other marks displayed on our Site are the proprietary service marks or trademarks of ACS or its licensors (the “Trademarks”).  You may not use, copy, modify or display any of the Trademarks for any purpose.  In addition, and without limiting the foregoing, ACS’ Trademarks may not be used in any manner that is likely to cause confusion among the public or to disparage or discredit ACS.

All Content that may be on or available via the Site and other copyrightable elements of the Site, including, without limitation, works of authorship, marketing materials, reports, software, designs, text, graphics, photos, logos, button icons, images, and data compilations; any improvements or modifications to such Content; any derivative works based thereon; and the collection, arrangement and assembly of all Content, are the property of ACS or its licensors and are protected by United States and international copyright and other intellectual property laws.

Your Privacy

ACS recognizes that you have an interest in how we collect, retain and use information about you. To understand how we collect, use, transfer and safeguard the information you may provide to us please review the Alternative Capital Solutions Privacy Notice.

General Disclaimer of Warranties and Limitation of Liability

YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE, OR ANY INFORMATION, CONTENT AND MATERIALS CONTAINED IN, ACCESSED VIA, OR DESCRIBED ON THE SITE, IS AT YOUR OWN RISK, AND THAT ALL SUCH INFORMATION, CONTENT AND MATERIALS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.  TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, ACS MAKES NO, AND HEREBY DISCLAIMS ALL, REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE AVAILABILITY, OPERATION AND USE OF THE SITE OR ANY INFORMATION, CONTENT OR MATERIALS ON OR ACCESSED VIA THE SITE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE.  IN ADDITION, ACS DOES NOT REPRESENT OR WARRANT THAT ANY INFORMATION, CONTENT AND MATERIALS ACCESSIBLE VIA THE SITE IS ACCURATE, COMPLETE OR CURRENT, AND ACS IS NOT RESPONSIBLE FOR ANY ERRORS OR OMISSIONS THEREIN OR FOR ANY ADVERSE CONSEQUENCES RESULTING FROM RELIANCE ON SUCH INFORMATION OR ANY OTHER ASPECT OF THE SITE BY YOU OR ANY OTHER PERSONS. FURTHER, ACS MAKES NO REPRESENTATIONS AND WARRANTIES THAT THE SITE WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, NEITHER ACS, ITS AFFILIATES, NOR THE MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR REPRESENTATIVES OF ACS OR ANY AFFILIATE THEREOF (COLLECTIVELY, THE “ACS PARTIES”) SHALL BE LIABLE TO YOU OR ANY THIRD-PARTY FOR DAMAGES OF ANY KIND ARISING OUT OF THE USE OF, ACCESS TO, RELIANCE ON, INABILITY TO USE OR IMPROPER USE OF THE SITE, OR ANY INFORMATION, CONTENT OR MATERIALS AVAILABLE THEREON (INCLUDING, BUT NOT LIMITED TO, ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR DAMAGES FOR LOSS OF BUSINESS OPPORTUNITIES, PROFITS, GOODWILL OR REVENUE, BUSINESS INTERRUPTION, OR LOSS OF DATA), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE.

THE INFORMATION DESCRIBED ON THE SITE IS NOT INTENDED FOR DISTRIBUTION TO, OR USE BY, AND, IN PARTICULAR, ARE NOT DIRECTED TO, ANY PERSON OR ENTITY IN ANY U.S. OR FOREIGN JURISDICTION WHERE (BY REASON OF THAT PERSON’S RESIDENCE, NATIONALITY OR OTHERWISE) SUCH DISTRIBUTION OR USE WOULD BE PROHIBITED OR CONTRARY TO ANY LAW OR REGULATION OR WOULD OBLIGATE ACS TO COMPLY WITH ANY ADDITIONAL LAW, REGULATION, REGISTRATION OR SIMILAR REQUIREMENT WITHIN SUCH JURISDICTION. PERSONS IN RESPECT OF WHOM SUCH PROHIBITIONS APPLY MAY NOT ACCESS THE SITE.  NOT ALL SOLUTIONS OR SERVICES DESCRIBED ON THE SITE ARE AVAILABLE OR OFFERED IN ALL JURISDICTIONS.

Indemnification

You agree to indemnify and hold the ACS Parties harmless from and against any and all damages, liabilities, actions, causes of action, suits, claims, demands, losses, costs and expenses (including without limitation reasonable attorneys’ fees, disbursements and court costs) arising from or in connection with (i) your use of the Site or any Content or the use by any other person of any Content you retrieve from the Site; (ii) your violation of any rights of any third party or  (iii) your violation of these Terms.

Links to Third Party Sites

The Site may from time to time include links to third party websites (including those of ACS’ Affiliates) (collectively, “Third Party Websites”).  ACS is not responsible for the content of any links, or any products, solutions, recommendations, advice, services or other materials relating to any linked site (including those of ACS’ Affiliates), or any link contained in a linked site. ACS does not control any of the Third Party Websites. The existence of links from the Site to Third Party Websites should not be construed as an endorsement of, or offering of, any of the content, products, solutions, recommendations, advice, services or other materials appearing on such Third Party Websites. By using these Third Party Websites you may be agreeing to their terms or visitor agreements (including any applicable privacy policies relating to such Third Party Websites). You hereby release ACS from any damages that you may incur, and agree not to assert any claims against ACS, arising from your use of these Third Party Websites.

Modification or Discontinuance of the Site by ACS

At any time, without notice to you, and for any or no reason, ACS may modify or discontinue the Site or any Content.  ACS shall in no way be held liable for any consequence which results from ACS’s decision to modify or discontinue providing the Site or any Content.

Site Availability and Denial of Access

ACS may limit the Site’s availability at any time, in whole or in part, to any geographic area or jurisdiction, in its discretion. Moreover, ACS may prohibit you from using or accessing the Site, in whole or in part, for any or no reason, at any time, in its sole discretion, without notice to you.

Governing Law

The laws of the State of New York will govern these Terms, without giving effect to any principles of conflicts of laws.  You agree that any action arising out of the Terms or your use of the Site shall be brought in state or federal court in New York County, New York, and you consent to the jurisdiction of such courts.

You guarantee that (i) you are not located in a country that is subject to U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

Communicating By Email

Sending an email to ACS (whether through the Site or otherwise) is not a completely secure and confidential means of communication. It is possible that your email communication may be accessed or viewed by another internet user while in transit to ACS. You are cautioned not to include any personal or confidential information in any email communication with ACS.

Miscellaneous

You may not assign or otherwise transfer these Terms or any rights or obligations hereunder. ACS’s failure to act on any breach of any provision hereof shall not be construed as a waiver of the enforcement of any provision unless ACS agrees to such waiver in writing.

If any portion of these Terms is deemed unlawful, void or unenforceable, that portion will be deemed severable and will not affect the validity or enforceability of the remaining provisions. These Terms set forth the entire understanding between you and ACS with respect to the use of the Site and supersede any prior or contemporaneous communications, representations, or agreements, whether oral or written, between you and ACS with respect to such subject matter.   

Contact Information

Questions regarding these Terms should be directed to info@acsfund.com. ACS may also be contacted directly at the following address:

Crescendo ACS LLC
501 Madison Avenue
Suite 402
New York NY 10022

Effective Date of these Terms and Conditions of Use: July 1, 2022