Terms of Use

Your access to Gates Capital Management (The "Website") is subject to these terms of use (This "Agreement"). Please read this agreement carefully. In this Agreement, "We," "us," and "our" refers to Gates Capital Management its affiliates and subsidiaries ("Gates Capital Management") and "You" and "your" refers to each visitor to this Website.

This Agreement is a legal agreement between you and Gates Capital Management. By using this Website, you are agreeing to be bound and abide by the terms and conditions of this Agreement. We may change the terms and conditions of this Agreement at any time, without prior notice. You are responsible for periodically reviewing this Agreement for applicable changes. Your use of this Website following any such change constitutes your agreement to follow and be bound by the terms and conditions as changed. If you do not agree to the terms and conditions of this Agreement, do not use this Website.

You may only use this Website in accordance with the terms of this Agreement and all applicable laws, rules and regulations. Gates Capital Management may, in its sole discretion and at any time, discontinue this Website, or any part thereof, with or without notice. You agree that you do not have any rights in this Website and that Gates Capital Management will have no liability to you if this Website is discontinued or your ability to access it is terminated.

Content

All information and materials, including, but not limited to, publications, images, drawings, illustrations, designs, icons, photographs, video clips, audio clips, and other materials that appear as part of this Website (collectively, the "Content") are copyrights, trademarks, trade dress, and/or other intellectual property rights and licenses held by us, one of our affiliates, or by third parties who have licensed their materials to us. The entire Content of this Website is copyrighted as a collective work under U.S. copyright laws and other applicable copyright laws.

The Content, and this Website as a whole, are intended solely for personal, noncommercial use by the users of our Website. For purposes of this Agreement, "personal, noncommercial use" means that you may download, print, and store the Content and downloadable materials displayed on this Website, for your internal business use only. No right, title, or interest in any downloadable materials or software is transferred to you as a result of any such downloading or copying. We reserve complete title and full intellectual property rights in any Content you download from this Website. Except as noted above, you may not, and you will not allow any third party to, reproduce, duplicate, copy, publish, transmit, distribute, display, modify, create derivative works from, sell, or exploit in any way, in whole or in part, any of the Content, this Website, or any related software without our express prior written consent.

The Content is provided for general informational purposes, only as a service to Gates Capital Management's clients, investors, and other interested parties. Such information does not constitute an offer to sell or a solicitation of an offer to buy any security referred to on this Website. It is not intended to provide investment, legal, or tax advice and should not be relied upon as such. Terms are indicative only and subject to change. Investors should consult with their own professional investment, legal, or tax advisers regarding the appropriateness of any of the securities or investment strategies discussed on this Website. The opinions or recommendations expressed on this Website do not take into account individual circumstances and are not intended to represent "recommendations" by Gates Capital Management to particular clients. Past performance is not necessarily indicative of future results, and nothing on this Website should be interpreted to state or imply otherwise.

Passwords and Security

You may not access any password-protected portion of the Website unless you received a password from and are authorized by Gates Capital Management. You are solely responsible for any use of or action taken under your password on the Website. You are solely responsible for maintaining the confidentiality and security of your password, and you hereby agree not to disclose your password to any third party (other than your qualified legal, tax or financial adviser). You accept full responsibility for all activity conducted through your account and agree to and hereby release Gates Capital Management from any and all liability concerning such activity. You agree to notify Gates Capital Management immediately of any actual or suspected loss, theft or unauthorized use of your password. Gates Capital Management has no obligation to inquire as to the authority or propriety of any use of or action taken under your password and will not be responsible for any loss to you arising from any such use or action or from your failure to comply with the above. Gates Capital Management will take reasonable security precautions when using the Internet, telephone or other means to transport data or other communications, but expressly disclaims any and all liability for the accessing of any such data or communications by unauthorized persons or entities.

Termination

Gates Capital Management reserves the right to reject your registration or suspend or terminate your access to and use of all or any portion of the Website at any time and for any reason, in its sole discretion. This Agreement will continue to apply to your past use of the Website in the form in which it then existed at the time of the subject use. Termination of your access to and use of the Website shall not relieve you of any obligations arising or accruing prior to such termination or limit any liability that you otherwise may have to Gates Capital Management.

Links

Links to other websites are inserted in this Website for convenience only and do not constitute endorsement of material on those sites. Gates Capital Management provides no warranty or representation in relation to the accuracy or completeness of material contained in linked websites. Such material does not necessarily reflect the views of Gates Capital Management.

Because we have no control over other such sites, you acknowledge and agree that we are not responsible for, and have no liability with respect to, the availability (or unavailability) of such sites, for the treatment of your personally identifiable information by such sites, or for the information, products, content, or other materials on or available from such sites or resources.

If you find any information on this Website that you believe may be inaccurate, or find a broken link or would like to provide feedback about this site, please email our webmaster.

Submissions

Any comments or materials sent to Gates Capital Management, including feedback data such as questions, comments, or suggestions (collectively "Feedback") shall be deemed to be non-confidential. Gates Capital Management shall have no obligation of any kind with respect to such Feedback. Your submission of any Feedback shall constitute an assignment to us of all worldwide rights, title, and interest in all copyrights and intellectual property rights in the Feedback and Gates Capital Management shall be free to reproduce, use, disclose, exhibit, display, transform, create derivative works and distribute the Feedback to others for any purpose whatsoever and without limitation. Further, Gates Capital Management shall be free to use any ideas, concepts, know-how, and techniques contained in such Feedback for any purpose whatsoever, including but not limited to developing, manufacturing, and marketing products incorporating such Feedback.

You agree that no Feedback submitted by you to this Website will violate any rights of any third party, including copyright, trademark, privacy, confidentiality, or other personal or proprietary rights. You further agree that no Feedback submitted by you will be or contain libelous or otherwise unlawful, abusive, or obscene material. You are and shall remain solely responsible for the content of any Feedback you submit.

Notwithstanding the above provision, no contact information provided by you to Gates Capital Management, including names, addresses, phone numbers, and email addresses will be disclosed to any third party (other than directors, officers, employees or outside advisors of Gates Capital Management or its affiliates) unless required or permitted by applicable law and otherwise consistent with Gates Capital Management's privacy policy.

No Warranty

Your use of this website is at your own risk. The information contained on this website is provided on an "as is" and "as available" basis, without warranties of any kind, whether express or implied, including without limitation, any implied warranties of merchantability, fitness for a particular purpose, title, or non-infringement. Furthermore, we make no warranty with respect to any content provided through or in conjunction with this website. Without limiting the generality of the foregoing, we make no warranty as to the accuracy, correctness, or completeness of any information or communication obtained through use of this website and shall not be legally responsible for (a) any errors or communications arising from the use of any such information; (b) any failures, delays, or interruptions in the delivery of any information related to this website; (c) losses or damage arising from the use of the information obtained through use of this website; or (d) any modification, suspension, or discontinuance of this website or of your ability to access it.

We also disclaim any warranty that (1) this website will meet your requirements; (2) this website's operation will be uninterrupted, timely, secure, or error-free; and (3) the quality of any content obtained by you through this website will meet your expectations.

Some jurisdictions do not allow the disclaimer of implied warranties, so this provision may not apply to you.

Limitation of Liability

You agree that we shall not be liable to you or any third parties under any circumstances for any direct, indirect, incidental, consequential, special, punitive or exemplary damage or loss, including, but not limited to, damages for lost profits or loss of goodwill, use, or data, regardless of whether we have been advised of the possibility thereof, that you may incur in connection with: (a) your use of or inability to use this website (b) any other matter relating to this website; (c) your downloading any information, software, or other material through this website; or (d) any claim or cause of action based upon breach of warranty, breach of contract, tort, negligence, strict liability, product liability, or any other legal theory.

Without limiting the generality of the foregoing, under no circumstances shall we be held responsible or liable for damage or loss arising from access of the data stored or communicated through this website by third parties through illegal or illicit means, including, but not limited to, situations where such data is accessed through the exploitation of security gaps, weaknesses, or flaws (whether known or unknown to us at the time) that may exist in the website.

Some jurisdictions do not allow the limitation of liability, so this provision may not apply to you.

Indemnity

You agree to indemnify, defend and hold Gates Capital Management and its officers, agents, co-branders, partners, and employees, harmless from and against any and all claims, demands, losses, and expenses, including penalties, interest, and attorneys' fees, incurred by us in connection with any claim made by any third party due to or arising out of your Feedback, your use of this Website, including any use by your employees, your connection to this Website, your violation of the terms of this Agreement, or your violation of any rights of another, including, but not limited to, intellectual property rights.

You agree to defend, indemnify, and hold us harmless from and against any and all claims, demands, losses, and expenses, including penalties, interest, and attorneys' fees incurred by us in connection with your breach of this Agreement or use of this Website, including, but not limited to, your violation or infringement of copyrights, trademarks, or any other proprietary rights.

Miscellaneous

This Agreement constitutes the entire agreement between you and Gates Capital Management and governs your use of this Website, superseding any prior agreements between you and Gates Capital Management on the subject matter (including, but not limited to, any prior versions hereof. T he failure of Gates Capital Management to exercise or enforce any right or provision of this Agreement does not constitute a waiver of such rights or provisions. If a court of competent jurisdiction finds any provision of this Agreement to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.

This User Agreement shall be governed by and construed under the laws of the state of New York and controlling U.S. federal law govern any action related to this Agreement, without regard to the principles of choice of law. The parties specifically disclaim the U.N. Convention on Contracts for the International Sale of Goods. Gates Capital Management controls and operates this Website from its corporate headquarters in New York in the United States of America and makes no representation that this Website is appropriate or available for use in other locations. If you use this Website from other locations, you are responsible for compliance with applicable local laws including but not limited to the export and import regulations of other countries. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the website or the Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred.