Terms of Use

1. Who these terms are between

This site (investment.syhclub.com, together with any related subdomain on which Superyacht Holdings publishes investor material, the “Site”) is operated by Superyacht Holdings LLC, a Delaware limited liability company (“Superyacht Holdings,” “SYH,” “we,” “us,” or “our”). These Terms of Use (“Terms”) govern your access to and use of the Site.

By accessing the Site, you accept these Terms and confirm that you have the authority to accept them on behalf of yourself and any organization on whose behalf you are acting.

The Site is not open to the public. Access is by invitation and requires a passcode issued by SYH and your acceptance of the Mutual Non-Disclosure Agreement presented at the point of access (the “NDA”). If you do not accept these Terms and the NDA, do not access the Site.

2. The NDA controls confidentiality

Your confidentiality obligations are set out in the NDA, not in these Terms. Where these Terms and the NDA address the same subject, the NDA controls. Nothing in these Terms limits, waives, or expands any obligation under the NDA.

3. Your access

Subject to these Terms, SYH grants you a limited, personal, non-exclusive, non-transferable, revocable right to access the Site and view its materials for the sole purpose of evaluating a potential investment in Superyacht Holdings (the “Permitted Purpose”). This is a right of access only. No ownership, licence, or other interest in the materials is transferred to you.

4. What you may not do

You may not:

• share your passcode, or otherwise give access to the Site, to anyone SYH has not authorized;
• reproduce, republish, distribute, or publicly display any material from the Site, except to your own advisers who need it for the Permitted Purpose and who are bound to keep it confidential;
• use the Site or its materials to compete with SYH, to solicit its members, investors, or personnel, or for any purpose other than the Permitted Purpose;
• circumvent, disable, probe, or test any access control, rate limit, or security feature of the Site;
• scrape, crawl, harvest, or use any automated means to extract material from the Site;
• remove, obscure, or alter any confidentiality notice, legend, watermark, or attribution; or
• introduce any malicious code, or interfere with the operation of the Site or with any other person’s access to it.

5. Our intellectual property

The Site and all material on it — text, financial models, projections, diagrams, photographs, video, layout, design, and the SYH and SYH CLUB names and logos — are owned by SYH or its licensors and are protected by copyright, trademark, and other laws. Except for the limited right of access in Section 3, all rights are reserved. Nothing on the Site grants any licence to use any SYH mark. See also our Copyright and IP Policy.

6. Third-party material

The Site may contain material provided by third parties, including vessel imagery, general arrangement plans, shipyard information, and references to third-party organizations. That material remains the property of its owners, is included for informational purposes, and does not imply any endorsement, partnership, or affiliation. SYH does not control and is not responsible for third-party websites reached from the Site.

7. Nothing here is an offer, and nothing here is advice

The Site describes a contemplated financing. It is provided for information only.

Nothing on the Site is an offer to sell, or the solicitation of an offer to buy, any security. Any offer will be made only through definitive subscription documents, to persons who qualify, in jurisdictions where such an offer is lawful. In the event of any inconsistency between the Site and those definitive documents, the definitive documents control absolutely.

Nothing on the Site is investment, legal, tax, or accounting advice, and nothing on it takes account of your circumstances. You should consult your own advisers.

Financial information on the Site is modeled and unaudited and rests on management assumptions about future events that may not occur. Projected returns are illustrative, are not a guarantee or a prediction, and actual results may differ materially. An investment of this kind is speculative, is illiquid, and involves the risk of losing the entire amount invested.

8. Availability and changes

The Site is made available as-is. SYH may change, suspend, or withdraw the Site or any material on it at any time, without notice. Material on the Site speaks only as of its date; SYH has no obligation to update it.

9. Suspension and termination

SYH may revoke your access at any time, for any reason, without notice. Your confidentiality and return-of-materials obligations under the NDA survive that revocation, as do Sections 4 through 12 of these Terms.

10. Disclaimer of warranties

To the maximum extent permitted by law, the Site and all material on it are provided “as is” and “as available,” without warranty of any kind, whether express, implied, or statutory, including any warranty of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, or completeness. SYH does not warrant that the Site will be uninterrupted, secure, or error-free.

11. Limitation of liability

To the maximum extent permitted by law, SYH and its members, managers, officers, employees, agents, and advisers will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any lost profits, lost data, or loss of goodwill, arising from or relating to your access to or use of the Site, on any theory of liability, even if advised of the possibility of such damages. SYH’s total aggregate liability arising from or relating to the Site will not exceed one hundred U.S. dollars (US$100).

Nothing in these Terms excludes or limits liability for fraud or fraudulent misrepresentation, or any other liability that cannot lawfully be excluded.

12. Indemnity

You will indemnify, defend, and hold harmless SYH and its members, managers, officers, employees, agents, and advisers from any loss, liability, cost, or expense (including reasonable attorneys’ fees) arising from your breach of these Terms or your misuse of the Site or its materials.

13. Governing law and disputes

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. Any dispute arising under or relating to these Terms will be resolved in the same manner as disputes under the NDA — binding arbitration under the JAMS Rules before one arbitrator seated in Delaware — and each party waives any right to a jury trial. Either party may seek injunctive relief in any court of competent jurisdiction to protect its confidential information or intellectual property.

14. General

These Terms, together with the NDA and the Privacy Policy, are the entire agreement between you and SYH regarding the Site. If any provision is held unenforceable, the rest remains in force. SYH’s failure to enforce a provision is not a waiver of it. You may not assign these Terms; SYH may assign them to a successor. SYH may update these Terms by posting a revised version, and your continued access after the effective date constitutes acceptance.