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Legal

TERMS OF USE

By entering the websites (the “Sites”) of ICE Canyon LLC (“ICECanyon”), or Canyon Partners LLC, Canyon Capital Advisors LLC, Canyon Capital Realty Advisors LLC, and/or Canyon-Johnson Urban Funds (collectively “Canyon” and together with ICE Canyon “We,” “Us,” or “Our”) you accept and agree to follow the terms and conditions described in these Terms of Use (“Terms of Use”). These Terms of Use are a binding agreement between you and ICE Canyon, and governs your access and use of the Sites, which includes any information, data, tools, products, services and other content (together, “Content”) available on or through the Sites. You may contact ICE Canyon at the address provided below with questions about the terms and conditions of these Terms of Use.

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE ENTERING THE SITES. EACH TIME YOU ENTER ANY OF THE SITES, YOUR USE INDICATES YOUR FULL ACCEPTANCE OF AND AGREEMENT TO ABIDE BY THESE TERMS OF USE IN THEIR THEN CURRENT FORM. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS STATED IN THESE TERMS OF USE, PLEASE EXIT THE SITES.

1. Limited License to Use the Sites

The Sites are owned by ICE Canyon and Canyon. The Sites and the Content are protected by one or more copyrights, patents, database rights, trademarks, servicemarks and/or other intellectual property and proprietary rights that are owned by Canyon, its affiliates and/or third parties.

ICE Canyon grants you a limited right to use the Sites only for your own private, non-commercial informational purposes only, and to print pages from the Sites only in connection with that use. You may not modify, distribute, transmit, perform, reproduce, publish, license, create derivative works from, transfer or sell any Content, including any text, graphics, logos and other source-identifying symbols, designs, icons, images, or other information, software or code obtained from the Sites. You are prohibited from removing any copyright, trademark or other proprietary notice or legend contained on (or printed from) the Sites or on any printed pages. In addition, you are prohibited from decomposing, decompiling, reverse engineering, disassembling or otherwise deconstructing all or any portion of the Sites.

Any data that you transmit to the Sites (including without limitation personally identifiable information) becomes the property of ICE Canyon and may be used by ICE Canyon for any lawful purpose without restriction, subject to the Privacy Policy.

All Content on the Sites are meant to be reviewed in their entirety, including any footnotes, legal disclaimers, restrictions or disclosures, and any copyright or proprietary notices. Any disclaimers, restrictions or disclosures apply to any partial document or material in the same manner as they do the whole, and will be deemed incorporated in the portion of any material or document that you consult or download.

Your continuing right to use the Sites is subject to your agreement to abide by these Terms of Use in their entirety, as well as any other rules, procedures, policies, terms or conditions that govern all or any portion of the Sites. At any time and for any reason we may revoke your right to use all or any portion of the Sites.

2. No Offer of Securities

ICE Canyon and Canyon manage funds for high net worth families, funds and institutions. Nothing on the Sites or in these Terms of Use shall be construed (i) as an offer to sell securities, a recommendation regarding any securities, or a solicitation of an offer to buy securities in any ICE Canyon or Canyon fund; or (ii) as an offer by ICE Canyon or Canyon to act as an investment advisor for any person. All such offers may be made only to privately solicited investors who have been pre-qualified as to both investment suitability and net worth, including qualifying as accredited investors within the meaning of the Securities Act of 1933, as amended, after delivery of required disclosure documents and offering memoranda, and only in such jurisdictions in which such an offer would be lawful.

3. No Reliance

All Content provided on the Sites is for informational purposes only.

Any estimates, projections or predictions on these Sites are intended to be forward-looking statements. Although ICE Canyon believes that the expectations in such forward-looking statements are reasonable, it can give no assurance that any forward-looking statements will prove to be correct. Such estimates are subject to actual known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those projected. ICE Canyon expressly disclaims any obligation or undertaking to update or revise any forward-looking statement contained herein to reflect any change in its expectations or any change in circumstances upon which such statement is based.

No statements contained on the Sites should be construed as a guarantee or assurance of future performance or future results. ICE Canyon’s past performance is not indicative of future results.

There are various risks you assume when reviewing the Content on the Sites.

Dated Content speaks only as of the date indicated. We may modify the Content on the Sites at any time and without notice to you.

We make reasonable efforts to provide accurate Content, but at times we may not promptly update or correct the Sites even if we are aware that it is inaccurate, outdated or otherwise inappropriate. In addition, we do not endorse the opinions of, or warrant the accuracy of facts or other content contributed by, any third party.

You agree that we are not liable for any action you take or decision you make in reliance on any content on the Sites.

The Content on the Sites is not intended to be, and you should not consider anything on the Sites to be, investment, accounting, tax or legal advice. You are encouraged to discuss information that you learn from the Sites with your financial, legal or tax advisors and others with whom you share investment decisions.

4. Your Representations and Warranties

You represent and warrant that you have full authority and all rights necessary to enter into and fully perform all of your obligations pursuant to these Terms of Use.

You represent and warrant that you have not and you will not enter into any agreement or perform any act which might contravene the purposes and/or effects of these Terms of Use.

You represent and warrant that you will not delete any Content from the Sites.

5. Passwords

Certain portions of these Sites are password protected and the content of such areas are subject to the confidentiality provisions of the respective ICE Canyon fund documents. By entering those portions of the Sites you are agreeing to be bound by the confidentiality provisions of the respective fund documents.

If you are provided a password by ICE Canyon, you must keep your password confidential.

You may not disclose your password to any third party without obtaining the express approval of ICE Canyon.

You accept full responsibility for any use of your password.

You agree to notify ICE Canyon immediately of any actual or suspected loss, theft or unauthorized use of your password.

Without limiting the generality of any other disclaimers in these Terms of Use, ICE Canyon is not responsible for any loss to you that arises from such use or action or from your failure to comply with these provisions regarding maintaining the security and confidentiality of your password.

6. Third Party Links

ICE Canyon is not responsible for information on any third party website that is referred in, or accessible or connected by hyperlink to, the Sites.

If you access any third party website through the Sites or otherwise, you do so at your own risk.

Hyperlinks to or from the Sites do not constitute third party endorsement of, sponsorship by or affiliation with us.

7. No Warranty

ICE CANYON AND CANYON DISCLAIM ALL WARRANTIES WITH RESPECT TO THE SITES THAT THE LAW ALLOWS IT TO DISCLAIM.

THE SITES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

WE DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND WITH RESPECT TO THE SITES INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND PROPRIETARY RIGHTS.

WITHOUT LIMITING OUR GENERAL DISCLAIMER, WE DO NOT WARRANT THE AVAILABILITY, ACCURACY, COMPLETENESS, TIMELINESS, FUNCTIONALITY, RELIABILITY, SEQUENCING OR SPEED OF DELIVERY OF THE SITES OR ANY PART OF THE CONTENT.

ICE CANYON’S AND CANYON’S LIABILITY WITH RESPECT TO THE SITES ARE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

8. Limitation of Liability

IN NO EVENT SHALL ICE CANYON, CANYON, ITS AFFILIATES, OR THEIR OFFICERS, DIRECTORS, PRINCIPALS, AGENTS AND EMPLOYEES BE LIABLE FOR ANY CLAIMS, LIABILITIES, LOSSES, COSTS OR DAMAGES, INCLUDING INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SITES OR WITH ANY DELAY OR TECHNICAL PROBLEMS IN USING THE SITES, OR ANY INFORMATION AND MATERIALS OBTAINED THROUGH THE SITES, OR OTHERWISE ARISING OUT OF THE USE OF THE SITES; IN ANY CASE WHETHER BASED ON THEORIES ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE. SUCH LIMITATIONS APPLY EVEN IF ICE CANYON, CANYON, ITS AFFILIATES, OR ANY OF THEIR OFFICERS, DIRECTORS, PRINCIPALS, AGENTS OR EMPLOYEES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. SOME STATES LIMIT THE APPLICABILITY OF DISCLAIMERS OR LIMITATIONS OF LIABILITY, IN WHICH CASE SUCH LIMITATIONS SHALL APPLY ONLY TO THE EXTENT LEGALLY ENFORCEABLE IN THE APPLICABLE JURISDICTION.

9. Breach and Indemnification

You will be responsible for any liability to ICE Canyon that arises out of your breach of these Terms of Use or your use of the Sites.

You agree to indemnify, defend and hold harmless ICE Canyon and its affiliates, agents, employees and third party sources from and against any and all suits, losses, claims, demands, liabilities, damages, costs and expenses (including reasonable attorneys’ fees) that arise from or relate to: (i) your use of the Sites (ii) your breach of these Terms of Use or any representation, warranty or covenant made by you in these Terms of Use, (iii) your violation of any applicable law, statute, ordinance, regulation or of any third party’s rights, or (iv) claims asserted by third parties which, if proven, would place you in breach of representations, warranties, covenants or other provisions contained in these Terms of Use.

10. Updates to the Sites and Modifications to the User Agreement

You acknowledge that ICE Canyon may update the Sites and its contents, and may modify the terms of these Terms of Use at any time. Modifications to these Terms of Use will be effective immediately upon posting unless we indicate otherwise; provided, however that ICE Canyon will provide you notice of such modifications if and when you first login to the Sites after such modifications. You agree to review periodically the terms of these Terms of Use.

By entering any of the Sites you agree to and fully accept these Terms of Use in its then current form each time you enter the Sites.

11. General

These Terms of Use shall be governed by and construed under the laws of the state of California, without regard to its choice of law rules. Any legal action brought hereunder shall be brought exclusively in the courts in Los Angeles, California, and it is agreed that such courts shall have jurisdiction over the parties to this agreement and any dispute arising hereunder.

ICE Canyon may monitor and record activity on the Sites and respond in compliance with our Privacy Policy as we deem appropriate.

Any notice to ICE Canyon shall be to Chris Borghi, Chief Technology Officer at cborghi@canyonpartners.com.

If any provision of these Terms of Use is held to be invalid or unenforceable in any jurisdiction, such provision shall be deemed modified to the minimum extent necessary so that such provision shall no longer be held to be invalid or unenforceable, and these Terms of Use shall be interpreted so as to achieve the intent expressed herein to the greatest extent possible in the jurisdiction in question. Any such modification, invalidity or unenforceability shall be strictly limited both to such provision and to such jurisdiction.

PRIVACY POLICY

We at ICE Canyon LLC (“ICE Canyon”) and Canyon Partners LLC, Canyon Capital Advisors LLC, Canyon Capital Realty Advisors LLC, ICE Canyon LLC, and/or Canyon-Johnson Urban Funds (collectively “Canyon” and collectively with ICE Canyon “We,” “Us,” or “Our”), have created this Privacy Policy to explain how we collect, use and share information we obtain through our websites located at icecanyon.com, www.canyonpartners.com, www.cc-ra.com, and www.cjuf.com (the “Sites”), as well as Internet services that we offer (together, the “Internet Services”). Except as described in Section 5, this Privacy Policy does not govern our use of any information you provide to us when you call us, write to us, or communicate with us in any manner other than through the Internet Services. Because the Internet is global, information about you that we collect or that you submit may be transferred to, processed in, and held in countries (including the United States) other than the one in which you reside.By using the Internet Services you explicitly consent to such use of your information and agree to the terms of this Privacy Policy.This Privacy Policy was updated as of April 2011.

1. Information You Choose to Submit

To obtain access to the Sites and to receive certain Internet Services, you may be required to login and provide certain personal data and information about yourself (for example your username, name, and password.) (“Personal Data”). We use Personal Data to fulfill your requests for Internet Services, as well as other products and services (together, the “Services”), to monitor and improve our Services, and to contact you from time to time about us and the Services.

2. Information We Automatically Collect, including through use of Cookies

We automatically collect certain information to help us understand how you use the Internet Services (which we will refer to in this Privacy Policy collectively as “Usage Data”). For example, each time you visit the Sites we may automatically collect your IP address, browser and computer type, access time, the webpage from which you came, and the webpage(s) that you access during your visit.
We may combine Usage Data with Personal Data in a manner that enables us to trace Usage Data to an individual user.
We also may use cookies (which are small amounts of data sent from a web server to your browser that are stored on your computer’s hard drive) to keep track of your use of the Internet Services, to validate your identity, to remember your password and preferences, to tailor the Internet Services to your account and to meet your interests, and to improve the quality of the Internet Services. Generally, you can set your browser not to accept cookies or to notify you if you are sent a cookie, giving you the opportunity to choose whether or not to accept the cookie. Please note that if you do set your browser not to accept cookies, certain Internet Services may not function properly. We do not knowingly collect information from minors nor do we target the Sites to minors.

3. Our Information Sharing Practices

Generally.Except as otherwise described in this section of our Privacy Policy, we will not share your Personal Data or Usage Data (which we will refer to in this Privacy Policy collectively as “User Information”) with any third party without your permission.

Third-Party Service Providers.We employ other companies and individuals to perform functions on our behalf, such as for analyzing data and providing certain of the Internet Services. These third-party service providers have access to personal information needed to perform their functions, but we require that they not use personal information for other purposes. Personal data is not shared with any unaffiliated third-parties for their marketing purposes.

Other Disclosure Scenarios.Notwithstanding anything in this Privacy Policy to the contrary, we reserve the right, and you hereby expressly authorize us to, share any User Information: (1) in response to subpoenas, court orders, regulatory requests or legal process, or to establish, protect, or exercise our legal rights and interests or defend against legal claims; (2) if we believe it is necessary in order to investigate, prevent, or take action regarding inappropriate or illegal activities, fraud, or situations involving potential threats to the safety of any person or property; (3) if we believe it is necessary to investigate, prevent, or take action regarding abuse of the Sites infrastructure or the Internet in general (such as voluminous spamming, denial of service attacks, or attempts to compromise the security of information); (4) to our parent company, subsidiaries, joint ventures, or other companies under common control with us (in which case we will require such entities to honor this Privacy Policy); (5) as part of a corporate transaction with a successor or affiliate or in connected with any acquisition, merger, or sale of assets; or (6) with third parties who provide services to us; provided, however, that in those circumstances we request that our service providers not share your User Information in a manner inconsistent with this Privacy Policy.

4. Modifying and Deleting Your Personal Data

If you would like to modify any Personal Data you previously submitted to us, please let us know by contacting your account representative or by accessing and updating your profile. Please note that any Personal Data that we have copied may remain in back-up storage for some period of time after your request, and that if you delete certain information you may not be able to use our services in the future without re-submitting such information. Also, please note that we will maintain Personal Data in our database whenever we are required to do so by law.

5. SEC Regulations S-P, S-AM and the Gramm-Leach-Bliley Act – PRIVACY NOTICES

The Securities and Exchange Commission and the Federal Trade Commission have adopted rules that require financial institutions, like ICE Canyon, to provide privacy policy notices to their clients. ICE Canyon believe that protecting the privacy of current, former and prospective investors and their personal information is of the utmost importance and we are fully committed to maintaining the privacy of such information in our possession. In accordance with these rules, we are providing current and prospective investors with the following information:

ICE Canyon collects nonpublic personal information about current and prospective investors from the following sources: (i) information we receive from current and prospective investors on managed account agreements or subscription documents and related forms (for example, name, address, social security number, birth date, assets, income, investment experience); (ii) information about investor’s transactions with ICE Canyon; and (iii) the Internet Services. We restrict access of current, former and prospective investors’ nonpublic personal information to our affiliates and their personnel, counsel and auditors who need to know that information in order to (i) ensure compliance with applicable laws and regulations, (ii) provide products or services to the investors, or (iii) as otherwise required by law. ICE Canyon maintains physical, electronic and procedural controls in keeping with federal standards to safeguard the nonpublic personal information about current, former and prospective investors that is in our possession.

Nonpublic personal information is not shared with third-parties for their marketing purposes.

If, at any time in the future, it is necessary to disclose any of a client’s personal information in a way that is inconsistent with this policy, ICE Canyon will give advance notice of the proposed change so that its clients will have the opportunity to “opt out” of such disclosure.

6. Security

We have implemented reasonable measures to help protect your User Information from loss, misuse, or unauthorized access or disclosure. Unfortunately, however, no data transmission over the Internet can be guaranteed to be 100% secure. As a result, while we strive to protect your User Information, we cannot guarantee its security.

7. Links

The Sites may contain links to other websites. We are not responsible for the privacy practices of any such other website (whether accessed through an advertisement, service, or content link) and urge you to review such practices prior to submitting any information to such websites.

8. Changes

We may update this Privacy Policy from time to time. If under any such update we make any material change to the way in which we treat your User Information, we will inform you of such change via e‑mail or by posting a notice on relevant areas of the Sites. Any updated version of this Privacy Policy will be effective as of the date set forth therein.

9. International Data Transfers

In order to use and disclose your personal data for the purposes described above such personal data will be transferred internationally, including from the European Economic Area to the U.S. and other countries which the European Union has deemed do not provide “adequate” protection for personal information. We will ensure application of the same standards of privacy protection as set out in this privacy policy regardless of the international transfer or processing of personal data. By providing us your personal data and using this website, you consent to such international transfers of personal data, as we deem appropriate, including transfers from the European Economic Area to the U.S. and other countries, which the European Union has deemed not to provide “adequate” protections for personal data.

10. Questions

If you have any questions about this Privacy Policy, please feel free to contact us by e‑mail at to investorrelations@icecanyon.com