I am being granted access to confidential information contained in this online data room (the “Site”) in order to receive certain information relating to TTCP Fund I, L.P., a Delaware limited partnership (together with any alternative investment vehicles or parallel vehicles, the “Fund”) and TTCP Management Services, LLC (the “Management Company”) or their respective affiliates (collectively “TTCP”).
I understand that my access to this Site is subject to the following conditions:
All information, materials and data contained on this Site, relating to TTCP, its businesses or portfolio companies (the “Information”), is confidential. The Information on this Site has been prepared for the purpose of furnishing certain information to the limited partners of the Fund (each a “Limited Partner”) for their exclusive use and pursuant to, and in accordance with, the terms and conditions of the Amended and Restated Agreement of Limited Partnership of the Fund. The Information constitutes confidential and proprietary information and trade secrets of the Fund, the Management Company and/or their respective affiliates and disclosure of any Information could cause substantial and irreparable harm to the Fund, the Management Company and/or their respective affiliates, businesses and portfolio companies. Accordingly, TTCP shall be entitled to specific performance of the terms of this Agreement (as defined below), including, without limitation, an injunction or injunctions to prevent actual or threatened disclosure of Information and to enforce specifically the terms and provisions hereof in any court of competent jurisdiction in the United States or any state thereof, in addition to any other remedy to which TTCP may be entitled at law or in equity. I agree to keep all Information strictly confidential and I shall not disclose any Information (except with the Management Company’s prior written approval) to anyone who is not an employee, officer or director of my company who requires access to the Information in connection with their assigned responsibilities and has agreed to keep all Information confidential, and not to use Information in any way detrimental to the Fund, the Management Company or their respective affiliates. In the event any judicial, administrative or regulatory proceeding requests for me or any of my affiliates, employees, officers or directors to disclose any Information, I shall contact the Management Company with prompt written notice of such request and shall cooperate with the Management Company to obtain a protective order, confidential treatment or other remedy.
I will not attempt to download, scan, copy, print or otherwise capture any of the Information contained on the Site, except as enabled and indicated by the Site and for the purpose of monitoring my investment in TTCP. I will not attempt to circumvent any security feature of the Site and will not enable or allow others to access the Site using my password or authorization to the Site.
Upon a request by the Management Company at any time, I shall (and shall cause my affiliates, employees, officers and directors to) promptly (a) redeliver all copies (whether paper or electronic) of all materials containing Information and (b) destroy all memoranda, notes and other materials prepared by me or my affiliates, employees, officers and directors based on such Information. If requested by the Management Company I shall certify in writing my compliance with the requirements of this paragraph.
My right to use this Site is subject to my agreement to abide by to the terms set forth herein in their entirety, as well as any other rules, procedures, policies, terms or conditions that govern all or any portion of the Site and any other TTCP website (collectively, the “Agreement”). I acknowledge that at any time and for any reason or no reason the Management Company may revoke my right to use all or any portion of the Site.
Statements in the Information are made as of the dates indicated therein, and the granting of access to the Information shall not under any circumstances create an implication that the Information is correct as of any other date. All or any portion of the Site may be changed at any time without notice.