INVESTMENT BANKING

TERMS & Conditions

Welcome to the website http://www.pcf.ro.

The Company under the name «Professional Capital Finance Advisors» and trading name «PCF Investment Banking», hereinafter referred to as «PCF», operates the website  http://www.pcf.ro, hereinafter referred to as the «Website», and any information or feature (e.g. photographs, texts, graphs)included therein, hereinafter referred to as the «Material», for the purpose of presenting to the public information concerning its business activity.

The use of the Website and the Material is subject to the present Terms of Use, hereinafter referred to as the «Terms of Use», as applicable from time to time, constituting also the agreement between PCF and each person visiting the Website with regard to the use thereof, hereinafter referred to as the «User» or the «Users».

Any access to the Website, howsoever occurring, and use thereof (including just browsing around the website), implies the User’s unconditional acceptance of the Terms of Use, as applicable from time to time.

AMENDMENT OF THE TERMS OF USE

PCF reserves the right to amend the Terms of Use and any other rule governing the use of the Website in its sole discretion, informing each time about any amendment by posting a notice to this effect on the Website homepage. The Terms of Use shall indicate the date of their latest update. Any continuation of the use of the Website by the User after such a notice constitutes an acceptance of such changes. The use of the Website is subject to the Terms of Use as applicable at the time such use is being made. The User is required to periodically check the Terms of Use in order to be aware of the content thereof and is solely responsible for being so aware.

SPECIFIC TERMS

In case the use of any service available in the Website is regulated by specific terms of use, such latter terms are considered to be incorporated in the present Terms of Use; however, in case of any discrepancy between the two sets of terms, the specific terms of use of each individual service shall prevail.

WEBSITE USE BY MINORS

By accepting the Terms of Use, the User represents that he/she is an adult over 18 years of age or, if under18 years, that he/she has obtained the necessary consent of the person(s)exercising parental responsibility over him/her and that he/she will provide their details upon request. Persons exercising parental responsibility over minors are required to protect such minors from access to content addressed to adults and are solely responsible if they fail to do so. It is the policy of PCF to not engage in any prior control of the material or information provided by each user. PCF has no responsibility whatsoever for any access, through the internet, to information, goods and services contravening the law or morals or being unsuitable or inappropriate for certain categories of persons and minors in particular. In case the User considers that the Material or part thereof howsoever infringes upon his/her rights or on the rights of third parties, he/she may send an e-mail message at the e-mail address office@professional-capital.ro providing a precise description of the Material or part thereof that he/she considers to be injurious and the reasons that substantiate such claim.

PCF LIABILITY WITH REGARD TO CONTENT

The Website is used «as is», subject to modifications on the part of PCF, without the User being able to make modifications or other interventions thereto.

PCF endeavors to make the use of the Website safe and to provide, through the Website, information that is accurate, complete, valid, reliable and up-to-date. In all cases, however, the Users acknowledge and accept that, given the nature and the development of PCF products and services as well as the nature and the technical requirements inherent to the Internet, PCF may not be able at all times to exercise full control over the entire content and security of its Website and services.

PCF does not commit itself, nor does it guarantee or assume liability of any type that the use of the Website by Users is lawful or otherwise and that the Website content is accurate, complete and up-to-date or secure. Therefore, Users agree that they must evaluate the content themselves and that they are solely responsible for their own actions that are based on the use of the Website, including any decision of theirs to rely on the accuracy, completeness and/or validity of the Website content.

THE USE OF THE SITE IS ON THEUSER’S RESPONSIBILITY. PCF, ITS EMPLOYEES AND EXECUTIVES, ITS AGENTS OR ANYTHIRD PARTY INVOLVED IN THE CREATION, PRODUCTION OR PUBLICATION OF THE WEBSITEHAVE NO LIABILITY, TO THE EXTENT THAT EXCLUSION OF LIABILITY IS ALLOWED UNDERTHE LAW, FOR ANY DIRECT, INDIRECT, MORAL, ACTUAL OR OTHER TYPE OF DAMAGEARISING UNDER OR ASSOCIATED WITH THE USE OF THE WEBSITE OR THE MATERIAL,INCLUDING AS AN INDICATION THE INVOLUNTARY ACQUISITION OF COMPUTER VIRUSES FROMTHE WEBSITE OR FROM E-MAIL MESSAGES SENT FROM/TO IT.

LINKS TO OTHER SITES

The Website may contain links to other websites owned or operated under the supervision of third parties other than PCF. Such links are provided solely for the User’s convenience. PCF does not control and is not responsible for the operation, content, confidentiality policies followed or the security of such websites; as an indication, PCF shall be not held liable in case such third party websites:

- infringe on third party rights;
- are not safe or are inaccurate, incomplete or misleading;
- contain viruses or other programs of a destructive nature.

PCF does not endorse the content or the products or services offered by such sites and is not associated with the operators of such sites. When the Website makes reference, via links or hyperlinks, to other websites, the owners and/or operators of the said sites incur full (civil and criminal) liability for the security, lawfulness and validity of the content of their websites, to the exclusion of any PCF liability such as, as an indication, liability for infringement on intellectual and industrial property rights. When the User connects to such sites, the User bears the full risk for such connection and access, without any involvement on the part of PCF.

WORLDWIDE ACCESS

The Website may be accessed from all over the world. The Website may make reference to products or services that are not available in the country of each individual User. Such references do not imply that PCF intends to make available such products in the said countries. PCF, a Romanian company subject to Romanian law, controls, operates and is responsible for the operation of the Website. Without prejudice to the provisions hereof in connection with PCF liability with respect to content, PCF does not guarantee and accepts no liability as to the lawfulness of the Website, the Material, the products and/or services referred to therein in countries other than Romania. When a User accesses the Website from a location outside Romania, the User is solely responsible for his/her compliance with local legislation.

MATERIALS PROVIDED

You agree to ensure that all material you send or upload to the Website is legal, decent and truthful, complies with all laws and regulations, does not infringe intellectual property rights or other rights of us or any third party, is not defamatory, unreliable or misleading or otherwise objectionable and is free of bugs, worms or viruses. You are and remain at all time solely responsible for the materials provided by you. You agree not to use the Website to publish any information or personal data relating to a third party.

INTELLECTUAL AND INDUSTRIAL PROPERTY – LICENSE TO USE

Property Rights

The Website, as well as the Material contained therein from time to time, is the intellectual property of PCF, protected by the relevant provisions of Romanian, EU and International Law on the protection of intellectual property. The User does no thereby acquire any property right in the Website and the Material, other than the permissions to use as explicitly provided for in the present Terms of Use. PCF here by explicitly reserves all copyrights in each and every Website element/feature, as well as in the Material, such as – as an indication – intellectual property rights, trade names, distinctive features, etc.

Permission to use – Limitations of use

Subject to the User complying with the Terms of Use and the Confidentiality & Data Protection Policy, PCF grants free of charge to the User a limited, nonexclusive, non-transferable and non-assignable license to access, view on the screen of his/her device the Website and the Material and in general to use same for the purpose provided for in the present Terms of Use.

You hereby acknowledge and agree that PCF is the exclusive owner of all intellectual property rights over the content of the Website, including without limitation, articles, text, photographs, illustrations, music, audio and video clips, trademarks, designs and models, and that you will not use such materials in any way what so ever except as expressly approved by. No portion of the content of the Website maybe reproduced, distributed or published in any form or by any means, without prior written approval from PCF. You agree not to modify, sell, distribute, or create derivative works based on the images and the information posted on the Website in any manner without prior written approval from PCF.

Equally prohibited is the modification, rearrangement, adaptation, translation or any other change to the Website and the Material and/or the Accordingly, each User acknowledges and accepts that the Website and its Material are intended solely for personal and not for commercial use.

Further, the User undertakes not to include the Website in an index, or frame it with another website, or introduce it as a link for direct access to its internal information from another website, or copy its location in another server by mirroring or promise a right in the Website to a third party, without the express prior written consent of PCF. The use of the Website to access, copy, transfer, encode or transmit content in violation of any law or PCF or third party rights, as well as the removal, concealment or alteration of intellectual property notices, trademarks or notices of other proprietary rights owned by PCF or third parties which (notices) are affixed or contained or accessed in conjunction with or through the Website, are prohibited.

The use of the Website in any unlawful manner, for any illegal purpose or in violation of the applicable legislation or regulations prescribed in Romanian Law on intellectual property and relevant provisions of the European and International Law is prohibited. By their use of the Website, Users unconditionally accept, agree and undertake to make lawful and due use thereof, and particularly in conformance with the terms and conditions set out in the present Terms of Use.

PERSONAL DATA AND CONFIDENTIALITY PROTECTION

Concerning the confidentiality protection and personal data management, please read the CONFIDENTIALITY POLICY& COOKIE POLICY, which is an integral part of the present Terms of Use. Certain personal data are collected through the Website. The details on the processing made by PCF of such personal data are available in the documents mentioned above.

AVAILABILITY AND SECURITY

Availability and Good Functioning

PCF makes reasonable efforts towards ensuring Website maintenance and availability. However, the Users acknowledge that the Internet is an unsafe medium and that website availability can be affected by user equipment, by other communications networks, by Internet connection service providers, the large number of persons trying to use the Website at the same time or by other causes.

For these reasons, Users agree that PCF shall have no liability for the interruption of Website operation or for the Website’s failure to function in a smooth manner. The Website and PCF are not related in any manner to the Internet connection service providers and sole the User is responsible for paying all amounts due to the respective providers of the relevant services and for ensuring his/her access to the Website.

Users agree and accept that PCF may modify and/or discontinue on a temporary or permanent basis the operation of the whole or any portion of the Website with and/or without prior notice to the Users. Consequently, PCF has no liability for damage of any type caused by the interruption of operation or the irregular operation of the Website or the inability of Users to access the Website, the termination of all or parts of the Website, the delay, non-delivery, interruption or poor quality in the reception of its services or loss of its content or the existence of errors of any type. PCF does not guarantee that its Website shall be compatible with the computer, hardware and software of each individual User.

SOFTWARE AVAILABLE ATTHIS SITE The intellectual property rights or other rights in the software available for visiting the Website are owned by PCF or its assignors/licensors. To access information on the Website the User may be required to sign a license with third party software providers. The User’s ability to access such information may be conditional upon the User signing such licenses. The use of such software packages is governed by the terms of the license agreement contained in the software. PCF does not assume any liability for the arrangement of such licenses. It is recommended to abstain from any software installation or use unless the User has obtained the relevant license to use; should the User, however, proceed with such actions even though no such license has been signed, the User shall bear the relevant risk.

MAINTENANCE

In all cases PCF reserves the right at any time to discontinue, on a temporary or permanent basis, the operation of the whole or any portion of the Website for maintenance or upgrading purposes or for any other reason, without incurring any further liability.

SECURITY

Even though PCF endeavors to ensure the protection of the Website against digital viruses and/or any other type of harmful or destructive files (or programs) designed to interfere with, destroy or limit the functioning of any software or telecom equipment, it nevertheless cannot guarantee that the Website shall never be infected by such features. Therefore, each individual User is responsible for seeing to the integrity and protection of his/her own software systems and equipment and PCF has no liability in case Users’ software and hardware is infected by viruses and other harmful features as referred to above.

USER OBLIGATIONS

Users accept and agree that they will make legitimate use of the Website. As an indication, and not by way of limitation, Users undertake that by their use of the Website:

-       they shall not act in a manner obstructing and/or preventing the smooth and/or compliant use of the Website and its other connected websites for other users;
-       they shall not act in a manner infringing upon the intellectual or industrial property rights held by PCF or third parties (please read the «Protection of Intellectual Property» section for details on the protection of intellectual property);
-       they shall not act so as to mislead a third party with respect to the origin of the Website content and/or to cause damage to the reputation of PCF;
-       they shall not install, transmit and/or spread in any manner whatsoever via the Website digital viruses and/or any other type of harmful or destructive files and/or programs designed to destroy or limit the functionality of any software or telecom equipment or prevent other users from using the Website;
-       they shall not install or transmit in any manner unsolicited advertising messages or advertising messages in any form not expressly authorized by PCF, undesired e-mail messages (spam) and in general they shall not forward undesired information in any manner whatsoever;
-       they shall not upload or in any manner transmit material and information that they are not entitled to disclose by virtue of the law or private agreements (e.g. confidential information);
-       they shall not act so as to infringe upon the rights or the personality of third parties and in particular in a manner causing injury to a minor;
-       they shall not interfere with or jeopardize the security of, or cause in any other manner a failure to the Website, the Material hosted thereat, the source codes of the software therein, the server hosting the Website and/or networks connected to or accessible via the Website or other websites connected to it;
-       they shall not pursue a purpose which is prohibited by the present Terms of Use;
-       they shall not proceed with action that could constitute or could encourage a conduct that could be considered to be a criminal offence, that could initiate a civil action or otherwise violate any law;
-     they shall not post or transmit any material that has a threatening, untrue, misleading, defamatory, injurious, harassing, libelous, obscene, immoral, scandalous, pornographic or blasphemous content. PCF shall fully cooperate with all law enforcement authorities and shall fully comply with any court judgment requiring or ordering the disclosure of the identity of any person who posts or transmits such information and material;-       they shall not compile e-mail addresses or other details of users from the Website by means of electronic or other means for the purpose of generating undesired commercial or other communication with such users;
-       they shall not upload, transmit, store or make available to the public in any manner whatsoever photographs of third parties without obtaining such parties’ consent;
-       they shall notify PCF immediately upon becoming aware of any unlawful or prohibited use of the Website by third parties. It is explicitly clarified that the use of the Website for advertising purposes or for offers by the User is prohibited, unless there is an express agreement to the contrary entered into with PCF. It is strictly prohibited to use any feature of the Material, other than as provided for in the present terms of use, without the written permission of PCF. In case of violation of the terms of use, PCF shall fully avail itself of the legal remedies available to it under the law, including criminal prosecution.

VIOLATION OF THETERMS OF USE

In all cases of violation of the present Terms of Use, Users shall be required to indemnify PCF for every direct and/or indirect damage sustained by it. Failure by PCF to exercise its rights under the present Terms of Use shall not be construed as a waiver of its said rights by PCF. PCF expressly reserves its right to monitor the implementation of the present rules in its sole discretion.

INDEMNITY

The User agrees to protect, defend and indemnify PCF, its associates, employees and in general the personnel of PCF against any damage and expense, without limitation, that they may suffer and which directly or indirectly arises from or is attributed to the User’s misuse of the Website or violation of the Terms of Use.

TERMINATION

PCF reserves its right to terminate, without prejudice and without incurring any further liability, the agreement hereby entered into with each User, immediately and without notice, if the User violates the Terms of Use or part thereof or if PCF is unable to verify information provided by the User in the context of use of the Website.

ENTIRE AGREEMENT - SEVERABILITY

The present Terms of Use together with any other rules to which the present makes reference or which have been included in the Website constitute the entire agreement between PCF and each User in connection with the use of the Website. If for any reason it is held by a court of competent jurisdiction that any of the present Terms of Use is invalid and unenforceable, the validity and effect of the remaining terms shall not be affected or impaired thereby.

RELATIONSHIP BETWEEN THE USERAND PCF

The User agrees that no relationship of principal - agent, master-servant, no partnership or association of any type and no employment relationship is created between the User and PCF as a result of the use of the Website by the User.

MEANS OF EVIDENCE

The printed version of the Website and of the Terms of Use and of any electronic correspondence shall be admissible as evidence before judicial or administrative authorities.

APPLICABLE LAW – JURISDICTION

The present Terms of Use and any amendment hereto shall be governed by Romanian Law. The competent courts of Bucharest shall have jurisdiction for the settlement of any dispute that might arise under the present agreement and cannot be resolved in an out-of-court procedure. All rights and legal remedies under the present Terms of Use are in addition to and not precluding other rights and legal remedies available under the law or under another agreement.

COMMUNICATION

For any question or clarification relating to the Website, Users may contact the e-mail address office@pcf.ro